Common use of Execution, Authentication and Delivery Clause in Contracts

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue in the following aggregate principal amounts: (i) $278,000,000 of Class A-1 Notes, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) $76,250,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2024-B), Indenture (Mercedes-Benz Auto Lease Trust 2024-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 353,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $372,600,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $200,650,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 573,250,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $158,000,000 and the Class B Notes for original issue in an aggregate principal amount of $42,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Offered Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2022-B Owner Trust), Indenture (Toyota Auto Receivables 2022-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 279,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $145,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $293,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $438,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $95,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2024-a Owner Trust), Indenture (Nissan Auto Receivables 2024-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 158,000,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$222,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $336,000,000 and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $84,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $25,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (Nissan 2013-C Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2013-C Owner Trust), Indenture (Nissan Auto Receivables 2013-C Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 277,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $412,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $100,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 493,900,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $107,910,000 the Class B Notes for original issue in an aggregate principal amount of $42,170,000, the Class C Notes for original issue in an aggregate principal amount of $39,910,000 and the Class D Notes for original issue in an aggregate principal amount of $27,110,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 440,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $468,680,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $126,320,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 518,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $153,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2018-a Owner Trust), Indenture (Toyota Auto Receivables 2018-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 322,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $264,000,000, the Class A-1 NotesA‑2b Notes for original issue in an aggregate principal amount of $158,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 369,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $105,700,000 and the Class B Notes for original issue in an aggregate principal amount of $31,300,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2019-C Owner Trust), Indenture (Toyota Auto Receivables 2019-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 233,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $266,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $80,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $332,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $89,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual 3 (NAROT 2017-A Indenture) or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2017-a Owner Trust), Indenture (Nissan Auto Receivables 2017-a Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 297,800,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$451,730,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 451,730,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $81,750,000 , the Class B Notes for original issue in an aggregate principal amount of $23,680,000, the Class C Notes for original issue in an aggregate principal amount of $25,710,000, and the Class D Notes for original issue in an aggregate principal amount of $17,600,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (CarMax Auto Owner Trust 2026-3), Indenture (CarMax Auto Owner Trust 2026-3)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Responsible Officers. The signature of any such Authorized Responsible Officer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Responsible Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. . (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 151,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$384,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 369,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $522,800,000, Class B Notes for original issue in an aggregate principal amount of $144,500,000 and Class C Notes for original issue in an aggregate principal amount of $65,600,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. . (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mmca Auto Owner Trust 2002-1), Indenture (Mmca Auto Receivables Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 384,400,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $395,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $277,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 672,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $124,100,000 and the Class B Notes for original issue in an aggregate principal amount of $47,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2025-D Owner Trust), Indenture (Toyota Auto Receivables 2025-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 214,300,000, Class A-2a Notes for original issue in an aggregate principal amount of $174,260,000, Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $260,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 434,260,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $87,890,000, Class B Notes for original issue in an aggregate principal amount of $36,870,000 and Class C Notes for original issue in an aggregate principal amount of $18,440,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof1,000; provided, howeverprovided further, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall also be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2024-A), Indenture (World Omni Auto Receivables Trust 2024-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 323,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $365,400,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $156,600,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 490,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $127,500,000 and the Class B Notes for original issue in an aggregate principal amount of $37,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2022-C Owner Trust), Indenture (Toyota Auto Receivables 2022-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue in the following aggregate principal amounts: (i) $278,000,000 300,000,000 of Class A-1 Notes, (ii) $184,500,000 160,000,000 of Class A-2A Notes, (iii) $280,000,000 315,000,000 of Class A-2B Notes, (iv) $464,500,000 475,000,000 of Class A-3 Notes and (v) $76,250,000 77,500,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242025-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2025-B), Indenture (Mercedes-Benz Auto Lease Trust 2025-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 264,600,000 of Class A-1 Notes, (ii) $184,500,000 452,600,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 452,600,000 of Class A-3 Notes and (viv) $76,250,000 120,120,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242021-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2021-B), Indenture (Mercedes-Benz Auto Lease Trust 2021-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 439,750,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $496,092,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $163,158,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 659,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $94,500,000 and the Class B Notes for original issue in an aggregate principal amount of $47,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2026-D Owner Trust), Indenture (Toyota Auto Receivables 2026-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 340,240,000, Class A-2-A Notes for original issue in an aggregate principal amount of $318,815,000, Class A-1 NotesA-2-B Notes for original issue in an aggregate principal amount of $318,815,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 571,440,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $88,610,000, Class B Notes for original issue in an aggregate principal amount of $31,800,000, and Class C Notes for original issue in an aggregate principal amount $53,010,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2-A Notes, Class A-2B A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2024-C), Indenture (Hyundai Auto Receivables Trust 2024-C)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 253,700,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$420,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 420,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $99,870,000, Class B Notes for original issue in an aggregate principal amount of $23,180,000, and Class C Notes for original issue in an aggregate principal amount $38,630,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2020-C), Indenture (Hyundai Auto Receivables Trust 2020-C)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 430,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $393,000,000, the Class A-1 NotesA‑2b Notes for original issue in an aggregate principal amount of $195,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 590,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $97,750,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2019-a Owner Trust), Indenture (Toyota Auto Receivables 2019-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 141,000,000, Class A-2a Notes for original issue in an aggregate principal amount of $131,000,000, Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $131,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 204,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $84,410,000 and Class B Notes for original issue in an aggregate principal amount of $14,810,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2015-A), Indenture (World Omni Auto Receivables LLC)

Execution, Authentication and Delivery. The Notes shall be executed by the Owner Trustee on behalf of the Issuer Issuing Entity by any of its the Issuing Entity’s Authorized Officers. The signature of any such Authorized Officer of the Issuing Entity on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon Issuer Order receipt of an Issuing Entity Order, authenticate and deliver Notes for original issue in the following aggregate principal amountsamounts of the Notes: (i) $278,000,000 100,000,000 of Class A-1 Notes, (ii) $184,500,000 326,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 266,000,000 of Class A-2B A-3 Notes, (iv) $464,500,000 91,500,000 of Class A-3 A-4 Notes and (v) $76,250,000 36,300,000 of Class A-4 B Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding Outstanding at any time may not exceed such respective amounts amounts, except as provided in Section 2.062.5. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note, one Class A-4 Note and one Class A-4 B Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance, the Initial Class A-4 Note Balance and the Initial Class A-4 B Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni LT), Indenture (World Omni LT)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 390,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $367,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $220,634,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 454,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $128,366,000 and the Class B Notes for original issue in an aggregate principal amount of $40,000,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2018-B Owner Trust), Indenture Agreement (Toyota Auto Receivables 2018-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 265,000,000 of Class A-1 Notes, (ii) $184,500,000 479,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 479,000,000 of Class A-3 Notes and (viv) $76,250,000 94,110,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242019-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2019-A), Indenture (Mercedes-Benz Auto Lease Trust 2019-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 326,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $298,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $298,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 534,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $104,000,000 and the Class B Notes for original issue in an aggregate principal amount of $40,000,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2022-D Owner Trust), Indenture (Toyota Auto Receivables 2022-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 200,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $295,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $75,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $300,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $130,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2018-a Owner Trust), Indenture (Nissan Auto Receivables 2018-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 208,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$340,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 340,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $83,100,000 and Class B Notes for original issue in an aggregate principal amount of $30,580,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2018-A), Indenture (World Omni Auto Receivables Trust 2018-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 200,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $310,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $50,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $360,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $80,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2018-C Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2018-C Owner Trust), Indenture (Nissan Auto Receivables 2018-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue in the following aggregate principal amounts: (i) $278,000,000 320,000,000 of Class A-1 Notes, (ii) $184,500,000 409,000,000 of Class A-2A Notes, (iii) $280,000,000 57,400,000 of Class A-2B Notes, (iv) $464,500,000 466,400,000 of Class A-3 Notes and (v) $76,250,000 69,600,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242026-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2026-B), Indenture (Mercedes-Benz Auto Lease Trust 2026-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 345,000,000 of Class A-1 Notes, (ii) $184,500,000 495,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 489,000,000 of Class A-3 Notes and (viv) $76,250,000 101,264,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242012-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2012-A), Indenture (Mercedes-Benz Auto Lease Trust 2012-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue in the following aggregate principal amounts: (i) $278,000,000 253,000,000 of Class A-1 Notes, (ii) $184,500,000 235,500,000 of Class A-2A Notes, (iii) $280,000,000 235,500,000 of Class A-2B Notes, (iv) $464,500,000 471,000,000 of Class A-3 Notes and (v) $76,250,000 77,370,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2024-A), Indenture (Mercedes-Benz Auto Lease Trust 2024-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 118,000,000, Class A-2a Notes for original issue in an aggregate principal amount of $125,000,000, Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $125,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 229,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $52,030,000 and Class B Notes for original issue in an aggregate principal amount of $11,650,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables Trust 2017-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 383,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $358,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $258,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 616,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $91,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2024-C Owner Trust), Indenture (Toyota Auto Receivables 2024-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 352,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $219,500,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $219,500,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $376,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $83,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2023-B Indenture)

Appears in 2 contracts

Sources: Indenture (NISSAN AUTO RECEIVABLES Co II LLC), Indenture (NISSAN AUTO RECEIVABLES Co II LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 219,000,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$330,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $351,000,000 and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $100,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $25,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (Nissan 2014-A Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2014-a Owner Trust), Indenture (Nissan Auto Receivables 2014-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 225,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $272,500,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $75,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $347,500,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $80,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 254,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $420,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $50,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $470,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $106,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2020-B Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 279,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $280,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $120,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 462,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $87,900,000 and the Class B Notes for original use in an aggregate principal amount of $21,100,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes, if any, may, at the request of the Depositor, be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 No Note may be issued sold, pledged or otherwise transferred to any Person except in a denomination that includes accordance with Section 2.04 and any remaining portion attempted sale, pledge or transfer in violation of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance such Section shall be null and the Initial Class A-4 Note Balance, respectivelyvoid. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1 or Exhibit A-2 hereto, as applicable, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2025-B Owner Trust), Indenture (Nissan Auto Receivables 2025-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 454,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $654,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $106,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 486,400,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $152,100,000 and the Class B Notes for original issue in an aggregate principal amount of $47,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2018-C Owner Trust), Indenture (Toyota Auto Receivables 2018-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 270,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $200,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $290,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $410,000,000 and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $132,710,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $25,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual 3 (Nissan 2015-B Indenture) or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Execution, Authentication and Delivery. The Notes shall be executed by the Owner Trustee on behalf of the Issuer Issuing Entity by any of its the Issuing Entity’s Authorized Officers. The signature of any such Authorized Officer of the Issuing Entity on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon Issuer Order receipt of an Issuing Entity Order, authenticate and deliver Notes for original issue in the following aggregate principal amountsamounts of the Notes: (i) $278,000,000 96,000,000 of Class A-1 Notes, (ii) $184,500,000 288,290,000 of Class A-2A A-2 Notes, (iii) $280,000,000 288,290,000 of Class A-2B A-3 Notes, (iv) $464,500,000 107,390,000 of Class A-3 A-4 Notes and (v) $76,250,000 36,000,000 of Class A-4 B Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding Outstanding at any time may not exceed such respective amounts amounts, except as provided in Section 2.062.5. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note, one Class A-4 Note and one Class A-4 B Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance, the Initial Class A-4 Note Balance and the Initial Class A-4 B Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Leasing LLC), Indenture (World Omni LT)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 345,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $157,500,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $472,500,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 630,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $101,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2024-a Owner Trust), Indenture (Toyota Auto Receivables 2024-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 260,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $360,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $100,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $354,000,000 and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $106,810,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $25,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual 3 (Nissan 2015-C Indenture) or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2015-C Owner Trust), Indenture (Nissan Auto Receivables 2015-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 305,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $405,026,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $189,474,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 527,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $133,000,000 and the Class B Notes for original issue in an aggregate principal amount of $40,000,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2023-C Owner Trust), Indenture (Toyota Auto Receivables 2023-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 190,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$309,800,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 257,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $127,670,000 and Class B Notes for original issue in an aggregate principal amount of $18,940,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one minimum amounts of the Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2012-A), Indenture (World Omni Auto Receivables Trust 2012-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue in the following aggregate principal amounts: (i) $278,000,000 309,710,000 of Class A-1 Notes, (ii) $184,500,000 264,644,000 of Class A-2A Notes, (iii) $280,000,000 200,000,000 of Class A-2B Notes, (iv) $464,500,000 464,644,000 of Class A-3 Notes and (v) $76,250,000 66,002,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242026-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2026-A), Indenture (Mercedes-Benz Auto Lease Trust 2026-A)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 278,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $392,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $75,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 394,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $112,630,000, the Class B Notes for original issue in an aggregate principal amount of $37,990,000, the Class C Notes for original issue in an aggregate principal amount of $34,600,000 and the Class D Notes for original issue in an aggregate principal amount of $25,780,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 349,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $397,500,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 597,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2024-D Owner Trust), Indenture (Toyota Auto Receivables 2024-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 342,800,000, the Class A-2a Notes for original issue in an aggregate principal amount of $339,600,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $185,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 524,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $85,000,000 and the Class B Notes for original use in an aggregate principal amount of $23,100,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, the Class A-2B A-3 Notes, the Class A-3 A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2025-A Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2025-a Owner Trust), Indenture (Nissan Auto Receivables 2025-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 335,060,000, Class A-2-A Notes for original issue in an aggregate principal amount of $364,400,000, Class A-1 NotesA-2-B Notes for original issue in an aggregate principal amount of $200,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 503,900,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $125,000,000, Class B Notes for original issue in an aggregate principal amount of $29,700,000, and Class C Notes for original issue in an aggregate principal amount $49,500,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2-A Notes, Class A-2B A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2023-A), Indenture (Hyundai Auto Receivables Trust 2023-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 200,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$387,400,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 387,400,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $121,600,000, Class B Notes for original issue in an aggregate principal amount of $34,530,000 and Class C Notes for original issue in an aggregate principal amount of $17,270,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof1,000; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2021-D), Indenture (World Omni Auto Receivables Trust 2021-D)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 321,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $320,860,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $263,140,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 555,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $100,000,000 and the Class B Notes for original issue in an aggregate principal amount of $40,000,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2023-B Owner Trust), Indenture Agreement (Toyota Auto Receivables 2023-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 503,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $390,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $179,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 479,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $155,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2015-C Owner Trust), Indenture (Toyota Auto Receivables 2015-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 440,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $528,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $131,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 659,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $94,500,000 and the Class B Notes for original issue in an aggregate principal amount of $47,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2026-C Owner Trust), Indenture (Toyota Auto Receivables 2026-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 247,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$348,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 348,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $100,750,000, Class B Notes for original issue in an aggregate principal amount of $20,260,000, and Class C Notes for original issue in an aggregate principal amount $33,800,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Abs Funding LLC), Indenture (Hyundai Abs Funding LLC)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 296,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $468,700,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $70,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) $76,250,000 for original issue in an aggregate principal amount of 473,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of 103,820,000 the Class B Notes for original issue in an aggregate principal amount of 33,840,000, the Class C Notes for original issue in an aggregate principal amount of 30,070,000 and the Class D Notes for original issue in an aggregate principal amount of 24,070,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 168,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$218,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 176,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $107,515,000 and Class B Notes for original issue in an aggregate principal amount of $14,342,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2012-B), Indenture (World Omni Auto Receivables Trust 2012-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 245,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$275,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 270,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $94,934,000 and Class B Notes for original issue in an aggregate principal amount of $18,957,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2013-A), Indenture (World Omni Auto Receivables Trust 2013-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 446,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $361,000,000, the Class A-1 Notes, (ii) A-2b Notes for original issue in an aggregate principal amount of $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of 129,000,000 the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 490,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $134,000,000 and the Class B Notes for original issue in an aggregate principal amount of $40,000,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2016-B Owner Trust), Indenture (Toyota Auto Receivables 2016-B Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 213,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $201,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $201,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 345,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $104,200,000, the Class B Notes for original issue in an aggregate principal amount of $20,000,000, the Class C Notes for original issue in an aggregate principal amount of $23,900,000 and the Class D Notes for original issue in an aggregate principal amount of $31,900,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. . (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (CarMax Auto Owner Trust 2016-1), Indenture (CarMax Auto Owner Trust 2016-1)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 300,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $227,500,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $225,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $402,500,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $95,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (NISSAN AUTO RECEIVABLES Co II LLC), Indenture (NISSAN AUTO RECEIVABLES Co II LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 356,800,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$273,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 263,900,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $72,922,000 and the Class B Notes for original issue in an aggregate principal amount of $34,022,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, the Class A-2B A-3 Notes, the Class A-3 A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2011-a Owner Trust), Indenture (Toyota Auto Receivables 2011-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 262,400,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$380,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 380,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $76,390,000, Class B Notes for original issue in an aggregate principal amount of $21,340,000, and Class C Notes for original issue in an aggregate principal amount $35,560,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2020-B), Indenture (Hyundai Auto Receivables Trust 2020-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 442,010,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $546,600,000, the Class A-1 NotesA‑2b Notes for original issue in an aggregate principal amount of $75,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 516,600,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $126,040,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2019-B Owner Trust), Indenture (Toyota Auto Receivables 2019-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 168,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$219,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 219,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $60,270,000, Class B Notes for original issue in an aggregate principal amount of $12,940,000, and Class C Notes for original issue in an aggregate principal amount $21,560,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2018-B), Indenture (Hyundai Auto Receivables Trust 2018-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 161,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$272,800,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 272,800,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $71,720,000 and Class B Notes for original issue in an aggregate principal amount of $24,520,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2018-B), Indenture (World Omni Auto Receivables Trust 2018-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 220,000,000 of Class A-1 Notes, (ii) $184,500,000 407,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 315,000,000 of Class A-3 Notes and (viv) $76,250,000 95,160,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242016-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2016-B), Indenture (Mercedes-Benz Auto Lease Trust 2016-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 268,000,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$438,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $438,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $106,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2019-B Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2019-B Owner Trust), Indenture (Nissan Auto Receivables 2019-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 296,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $330,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $100,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $428,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $96,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2016-C Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2016-C Owner Trust), Indenture (Nissan Auto Receivables 2016-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 245,000,000 of Class A-1 Notes, (ii) $184,500,000 490,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 428,000,000 of Class A-3 Notes and (viv) $76,250,000 110,860,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242021-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2021-A), Indenture (Mercedes-Benz Auto Lease Trust 2021-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 330,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $350,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $189,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $389,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $124,620,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual 3 (NAROT 2017-B Indenture) or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2017-B Owner Trust), Indenture (Nissan Auto Receivables 2017-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 234,000,000 of Class A-1 Notes, (ii) $184,500,000 345,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 365,000,000 of Class A-3 Notes and (viv) $76,250,000 90,020,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242018-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2018-B), Indenture (Mercedes-Benz Auto Lease Trust 2018-B)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 317,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $250,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $170,500,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 420,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $85,160,000, the Class B Notes for original issue in an aggregate principal amount of $26,130,000, the Class C Notes for original issue in an aggregate principal amount of $17,640,000, and the Class D Notes for original issue in an aggregate principal amount of $13,070,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (CarMax Auto Owner Trust 2026-1), Indenture (CarMax Auto Owner Trust 2026-1)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 443,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $460,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $240,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 420,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $143,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2017-C Owner Trust), Indenture Agreement (Toyota Auto Receivables 2017-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 305,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $135,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $315,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $400,000,000 and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $95,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2024-B Owner Trust), Indenture (Nissan Auto Receivables 2024-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 355,000,000 of Class A-1 Notes, (ii) $184,500,000 493,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 463,100,000 of Class A-3 Notes and (viv) $76,250,000 77,900,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242023-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2023-A), Indenture (Mercedes-Benz Auto Lease Trust 2023-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 266,000,000 of Class A-1 Notes, (ii) $184,500,000 460,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 460,000,000 of Class A-3 Notes and (viv) $76,250,000 100,253,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242018-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2018-A), Indenture (Mercedes-Benz Auto Lease Trust 2018-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 289,000,000 of Class A-1 Notes, (ii) $184,500,000 570,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 520,000,000 of Class A-3 Notes and (viv) $76,250,000 135,100,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242020-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2020-A), Indenture (Mercedes-Benz Auto Lease Trust 2020-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 439,980,000, Class A-2-A Notes for original issue in an aggregate principal amount of $473,990,000, Class A-1 NotesA-2-B Notes for original issue in an aggregate principal amount of $300,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 773,990,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $103,440,000, Class B Notes for original issue in an aggregate principal amount of $40,610,000, and Class C Notes for original issue in an aggregate principal amount $67,690,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2-A Notes, Class A-2B A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2026-A), Indenture (Hyundai Auto Receivables Trust 2026-A)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 287,000,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$540,700,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 540,700,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $146,580,000, the Class B Notes for original issue in an aggregate principal amount of $17,650,000, the Class C Notes for original issue in an aggregate principal amount of $41,700,000 and the Class D Notes for original issue in an aggregate principal amount of $25,670,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 310,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $312,300,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $312,300,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 554,400,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $71,000,000 and the Class B Notes for original issue in an aggregate principal amount of $40,000,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2023-D Owner Trust), Indenture (Toyota Auto Receivables 2023-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 456,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $328,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $268,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 522,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $132,260,000 and the Class B Notes for original issue in an aggregate principal amount of $43,740,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2017-B Owner Trust), Indenture (Toyota Auto Receivables 2017-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 186,000,000, Class A-2a Notes for original issue in an aggregate principal amount of $160,000,000, Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $160,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 354,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $107,600,000 and Class B Notes for original issue in an aggregate principal amount of $20,730,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 355,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $120,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $280,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 360,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $103,750,000 and the Class B Notes for original issue in an aggregate principal amount of $31,250,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2015-B Owner Trust), Indenture (Toyota Auto Receivables 2015-B Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 343,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $463,060,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $50,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 468,060,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $126,430,000, the Class B Notes for original issue in an aggregate principal amount of $43,650,000, the Class C Notes for original issue in an aggregate principal amount of $38,980,000 and the Class D Notes for original issue in an aggregate principal amount of $21,820,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 225,000,000, Class A-2a Notes for original issue in an aggregate principal amount of $346,500,000, Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $129,500,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 426,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $94,750,000 and Class B Notes for original issue in an aggregate principal amount of $34,700,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2017-A), Indenture (World Omni Auto Receivables Trust 2017-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 351,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $179,500,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $179,500,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 401,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $107,750,000 and the Class B Notes for original issue in an aggregate principal amount of $31,250,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2016-a Owner Trust), Indenture (Toyota Auto Receivables 2016-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 354,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $261,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $111,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 396,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $96,750,000 and the Class B Notes for original issue in an aggregate principal amount of $31,250,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A‑2a Notes, the Class A-2B A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit ▇-▇, ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2016-C Owner Trust), Indenture Agreement (Toyota Auto Receivables 2016-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 392,000,000 of Class A-1 Notes, (ii) $184,500,000 400,000,000 of Class A-2A Notes, (iii) $280,000,000 400,000,000 of Class A-2B Notes, (iv) $464,500,000 575,000,000 of Class A-3 Notes and (v) $76,250,000 247,770,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242015-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2015-A), Indenture (Mercedes-Benz Auto Lease Trust 2015-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 152,000,000, Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$352,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 262,000,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $74,800,000 and Class B Notes for original issue in an aggregate principal amount of $18,030,000. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes Notes in book-entry form in the minimum denominations denomination of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectivelySection 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2016-A), Indenture (World Omni Auto Receivables Trust 2016-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 263,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $400,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $50,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes for original issue in an aggregate principal amount of $450,000,000, and (v) $76,250,000 of the Class A-4 NotesNotes for original issue in an aggregate principal amount of $87,000,000. The aggregate principal amount of the Class A-1 Notes, the Class A-2A A-2 Notes, Class A-2B Notes, the Class A-3 Notes and the Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A, as the case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2019-A Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2019-a Owner Trust), Indenture (Nissan Auto Receivables 2019-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon an Issuer Order authenticate and deliver Notes for original issue in the following aggregate principal amounts: (i) an aggregate principal amount of $278,000,000 of 162,400,000 with respect to the Class A-1 Notes, $82,000,000 with respect to the Class A-2 Notes, $113,000,000 with respect to the Class A-3 Notes, $105,000,000 with respect to the Class A-4 Notes, $94,000,000 with respect to the Class A-5 Notes, $30,200,000 with respect to the Class B Notes, and $31,400,000 with respect to the Class C Notes, and (ii) an aggregate Notional Amount of $184,500,000 of 94,000,000 with respect to the Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) $76,250,000 of Class A-4 A-IO Notes. The As of any date of determination, the Notional Amount of the Class A-IO Notes shall equal the aggregate principal amount of the Class A-1 A-5 Notes; provided, however after March 25, 2010, the Notional Amount of the Class A-2A Notes, Class A-2B Notes, Class A-3 A-IO Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06shall equal $0. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations (or in the case of the Class A-IO Notes, minimum Notional Amounts) of $1,000 50,000 and in integral multiples of $1,000 1 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (National Collegiate Student Loan Trust 2005-2), Indenture

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 297,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $453,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $70,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 468,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $104,970,000, the Class B Notes for original issue in an aggregate principal amount of $42,210,000, the Class C Notes for original issue in an aggregate principal amount of $35,430,000 and the Class D Notes for original issue in an aggregate principal amount of $29,390,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 157,000,000 of Class A-1 Notes, (ii) $184,500,000 420,000,000 of Class A-2A A-2 Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 345,000,000 of Class A-3 Notes and (viv) $76,250,000 88,120,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242020-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2020-B), Indenture (Mercedes-Benz Auto Lease Trust 2020-B)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 309,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $410,000,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $125,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 535,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $88,790,000, the Class B Notes for original issue in an aggregate principal amount of $50,790,000, the Class C Notes for original issue in an aggregate principal amount of $48,370,000, and the Class D Notes for original issue in an aggregate principal amount of $33,050,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (CarMax Auto Owner Trust 2024-2), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 425,600,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $509,726,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $189,474,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 623,200,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $104,500,000 and the Class B Notes for original issue in an aggregate principal amount of $47,500,000. The aggregate principal amount of the Class A-1 A‑1 Notes, the Class A-2A A-2a Notes, the Class A-2B A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class A-4 B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.062.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2025-B Owner Trust), Indenture (Toyota Auto Receivables 2025-B Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 257,000,000, the Class A-2a Notes for original issue in an aggregate principal amount of $271,500,000, the Class A-1 NotesA-2b Notes for original issue in an aggregate principal amount of $200,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 471,500,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $82,340,000, the Class B Notes for original issue in an aggregate principal amount of $23,680,000, the Class C Notes for original issue in an aggregate principal amount of $25,710,000, and the Class D Notes for original issue in an aggregate principal amount of $18,270,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A A-2a Notes, Class A-2B A-2b Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (CarMax Auto Owner Trust 2026-4), Indenture (CarMax Auto Owner Trust 2026-4)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Notes for original issue the Notes in the following aggregate principal amounts: (i) $278,000,000 280,000,000 of Class A-1 Notes, (ii) $184,500,000 429,000,000 of Class A-2A Notes, (iii) $280,000,000 184,000,000 of Class A-2B Notes, (iv) $464,500,000 325,000,000 of Class A-3 Notes and (v) $76,250,000 79,930,000 of Class A-4 Notes. The aggregate principal amount of Class A-1 Notes, Class A-2A Notes, Class A-2B Notes, Class A-3 Notes and Class A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 20242016-B A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2016-A), Indenture (Mercedes-Benz Auto Lease Trust 2016-A)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 169,000,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$338,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 337,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $90,000,000, the Class B Notes for original issue in an aggregate principal amount of $25,000,000, the Class C Notes for original issue in an aggregate principal amount of $24,000,000 and the Class D Notes for original issue in an aggregate principal amount of $17,000,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 464,800,000, Class A-2-A Notes for original issue in an aggregate principal amount of $510,000,000, Class A-1 NotesA-2-B Notes for original issue in an aggregate principal amount of $242,800,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 752,800,000, Class A-4 NotesNotes for original issue in an aggregate principal amount of $109,000,000, Class B Notes for original issue in an aggregate principal amount of $40,380,000, and Class C Notes for original issue in an aggregate principal amount $67,290,000. The aggregate principal amount of Class A-1 Notes, Class A-2A A-2-A Notes, Class A-2B A-2-B Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes and Class A-4 C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, thereof (except for one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note of each class which may be issued in a denomination that includes any remaining portion other than an integral multiple of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2026-B), Indenture (Hyundai Auto Receivables Trust 2026-B)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A-1 Notes for original issue in the following an aggregate principal amounts: (i) amount of $278,000,000 251,000,000, the Class A-2 Notes for original issue in an aggregate principal amount of Class A-1 Notes$430,000,000, (ii) $184,500,000 of Class A-2A Notes, (iii) $280,000,000 of Class A-2B Notes, (iv) $464,500,000 of the Class A-3 Notes and (v) for original issue in an aggregate principal amount of $76,250,000 of 430,000,000, the Class A-4 NotesNotes for original issue in an aggregate principal amount of $117,800,000, the Class B Notes for original issue in an aggregate principal amount of $24,800,000, the Class C Notes for original issue in an aggregate principal amount of $26,200,000 and the Class D Notes for original issue in an aggregate principal amount of $30,200,000. The aggregate principal amount amounts of Class A-1 Notes, Class A-2A Notes, Class A-2B A-2 Notes, Class A-3 Notes, Class A-4 Notes, Class B Notes, Class C Notes and Class A-4 D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.06. 2.6. (d) Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2024-B Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may minimum amounts of any Retained Notes shall be issued subject to the restrictions set forth in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form provided for herein executed by the Indenture Trustee by the manual signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)