Common use of Relevant Trustee Clause in Contracts

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title:

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC), Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”)Trustee. For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby hereto agree to amend make such amendments to the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: /s/ ▇▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152013-25, as Issuer By: Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but Vice President Acknowledged and agreed solely as Indenture Trustee By: Name: Title:with respect to Section 9.23

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: Executive Vice President and Chief Financial Officer of Treasury ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Title: Treasurer Senior Vice President ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Vice President S-1 Sale and Servicing Agreement (SDART 2023-3) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President S-2 Sale and Servicing Agreement (SDART 2023-3) SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President S-3 Sale and Servicing Agreement (SDART 2023-3) CITIBANK, N.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer S-4 Sale and Servicing Agreement (SDART 2023-3) Santander Drive Auto Receivables Trust 2023-3 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ FARGO BANKSquare North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, NATIONAL ASSOCIATION, not in its individual capacity but solely as Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-3 with copies to the Administrator and the Indenture Trustee ByIf to Santander Consumer, the Servicer or the Administrator: NameSantander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Attention: Title:Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-3 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-3 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-3)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-5) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:: If to the Issuer: Santander Drive Auto Receivables Trust 2023-5 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-5 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-5 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-5 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-5)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President CITIBANK, N.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer If to the Issuer: Santander Drive Auto Receivables Trust 2024-1 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ FARGO BANKSquare North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, NATIONAL ASSOCIATION, not in its individual capacity but solely as Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-1 with copies to the Administrator and the Indenture Trustee ByIf to Santander Consumer, the Servicer or the Administrator: NameSantander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Attention: Title:Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-1 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-1 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-2, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-2 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-2 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York, 10005 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of April 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-2, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-2, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Vice President SANTANDER DRIVE AUTO RECEIVABLES TRUST 2023-4, as Issuer By: Citibank, N.A., not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇▇ FARGO BANK▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Senior Trust Officer SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title:: Vice President If to the Issuer: Santander Drive Auto Receivables Trust 2023-4 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2023-4 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-4 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-4 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-4 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 47 Sale and Servicing Agreement (BLAST 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, ,not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association,not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention: ABS Surveillance Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-4) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President 42 Sale and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Servicing Agreement (SDART 2024-4) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-24, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇▇▇ Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer 43 Sale and Servicing Agreement (SDART 2024-4) SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇ FARGO BANK▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Senior Vice President 44 Sale and Servicing Agreement (SDART 2024-4) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title:: Vice President 45 Sale and Servicing Agreement (SDART 2024-4) Santander Drive Auto Receivables Trust 2024-4 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2024-4 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2024-4 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-4 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2024-4 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:: If to the Issuer: Santander Drive Auto Receivables Trust 2023-1 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust—Santander Drive Auto Receivables Trust 2023-1 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 47 Sale and Servicing Agreement (BLAST 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, ,not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2023-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association,not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC.BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2023-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2023-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. ▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ St. Chicago, IL 60602 ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention: ABS Surveillance Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 25, 2023, by and between Bridgecrest Lending Auto Securitization Trust 2023-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2023-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2023-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-2) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title:: If to the Issuer: Santander Drive Auto Receivables Trust 2024-2 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2024-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2024-2 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-2 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2024-2 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-5) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-5) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:: Santander Drive Auto Receivables Trust 2024-5 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-5 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-5 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-5 ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ with a copy to: Email: ▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-5)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-6) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-26, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇▇▇ Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ FARGO BANK▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title:: Vice President If to the Issuer: Santander Drive Auto Receivables Trust 2023-6 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2023-6 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-6 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-6 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-6 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-6)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-3) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:: Santander Drive Auto Receivables Trust 2024-3 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-3 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-3 Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-3 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-3)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 45 20[ ]-[ ] Sale and Servicing Agreement IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 2015-220[•]-[•], as Issuer By: Wilmington Trust, National Association[_________], not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK[BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 20[•]-[•], NATIONAL ASSOCIATIONas Grantor Trust] By: [_________], not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC.BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION[_________], not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: [_________], as Standby Servicer By: Name: Title: If to the Issuer: Bridgecrest Lending Auto Securitization Trust 20[•]-[•] [_________] with copies to the Administrator and the Indenture Trustee [If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 20[•]-[•] [_________] with copies to the Administrator] If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: Email: If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: Email: If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: [_________] If to the Standby Servicer: [_________] If to the Owner Trustee: [_________] [_________] If to the Rating Agencies: [_________] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [_________], 20[ ], by and among Bridgecrest Lending Auto Securitization Trust 20[•]-[•], a Delaware statutory trust (the “Issuer”), [Bridgecrest Lending Auto Securitization Grantor Trust 20[•]-[•], a Delaware statutory trust (the “Grantor Trust”)], Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, a [ ], as servicer, [_________], a [ ], as standby servicer, and [_________], a [ ] (the “Indenture Trustee”), on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: ________________________________ Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer[, the Grantor Trust] and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Auto Funding LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. 36 Sale and Servicing Agreement (2014-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152014-2, as Issuer By: Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title:9.23

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Assistant Vice President Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ Title: Vice President By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Title: Associate SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ Title:: Vice President By: /s/ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Title: Associate

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President S-1 Sale and Servicing Agreement (SDART 2023-3) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged S-2 Sale and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2023-3) SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-3) CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:: S-4 Sale and Servicing Agreement (SDART 2023-3) Santander Drive Auto Receivables Trust 2023-3 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-3 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-3 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-3 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-3)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2024-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-4, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: as Standby Servicer By: Name: Title: Bridgecrest Lending Auto Securitization Trust 2024-4 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-4 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10005 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 23, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-4, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-4, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS WHEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in this Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-5) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President CITIBANK, N.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer If to the Issuer: Santander Drive Auto Receivables Trust 2023-5 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ FARGO BANKSquare North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, NATIONAL ASSOCIATION, not in its individual capacity but solely as Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-5 with copies to the Administrator and the Indenture Trustee ByIf to Santander Consumer, the Servicer or the Administrator: NameSantander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Attention: Title:Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-5 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2023-5 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-5)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2024-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-3, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: as Standby Servicer By: Name: Title: If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-3 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-3 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention: ABS Surveillance Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of July 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-3, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-3, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-3)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 36 Sale and Servicing Agreement (2015-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ Title: SANTANDER CONSUMER USA INC., as Servicer Vice President By: Name: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer Associate as Servicer By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Name: ▇▇▇FARGO BANK▇. ▇▇▇▇▇▇, NATIONAL ASSOCIATION▇▇. Title: Senior Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇ Title:: Vice President By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Associate

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-3) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President CITIBANK, N.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer Santander Drive Auto Receivables Trust 2024-3 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ FARGO BANKSquare North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, NATIONAL ASSOCIATION, not in its individual capacity but solely as Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-3 with copies to the Administrator and the Indenture Trustee ByIf to Santander Consumer, the Servicer or the Administrator: NameSantander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: Title:(▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-3 Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-3 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-3)

Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. 36 Sale and Servicing Agreement (2014-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: /s/ ▇▇▇▇▇▇ ▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152014-2, as Issuer By: Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but Vice President Acknowledged and agreed solely as Indenture Trustee By: Name: Title:with respect to Section 9.23

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2024-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-4, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President as Standby Servicer By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President Bridgecrest Lending Auto Securitization Trust 2024-4 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-4 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10005 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 23, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-4, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-4, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS WHEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in this Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President CITIBANK, NATIONAL ASSOCIATIONN.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:: If to the Issuer: Santander Drive Auto Receivables Trust 2024-1 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-1 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-1 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – SDART 2024-1 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Treasurer Vice President as Servicer By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Title: Senior Vice President ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title:: Vice President

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: Name: Title: By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2024-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-3, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President as Standby Servicer By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-3 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-3 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention: ABS Surveillance Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of July 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-3, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-3, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-3)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2025-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152025-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2025-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President as Standby Servicer By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2025-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2025-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention : ABS Surveillance Email : ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 29, 2025, by and between Bridgecrest Lending Auto Securitization Trust 2025-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2025-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS WHEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in this Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2025-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 47 Sale and Servicing Agreement (BLAST 2024-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-21, as Issuer By: Wilmington Trust, National Association, ,not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association,not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention: ABS Surveillance Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇. ▇. ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇. ▇. ▇▇▇▇▇▇▇▇▇▇ Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title:: Vice President

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-2) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇▇▇ Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ FARGO BANK▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title:: Vice President If to the Issuer: Santander Drive Auto Receivables Trust 2024-2 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2024-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2024-2 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-2 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2024-2 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 36 Sale and Servicing Agreement (2015-3) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-23, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONDEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., By: Name: Title: as Servicer By: Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATIONSenior Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, not in its individual capacity but solely as Indenture Trustee By: Name: Title: By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152014-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKWILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent Owner Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2014-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President CITIBANK, N.A., not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Senior Trust Officer If to the Issuer: Santander Drive Auto Receivables Trust 2023-1 c/o Wilmington Trust, National Association ▇▇▇▇▇▇ FARGO BANKSquare North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, NATIONAL ASSOCIATION, not in its individual capacity but solely as ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration with copies to the Administrator and the Indenture Trustee ByIf to Santander Consumer, the Servicer or the Administrator: NameSantander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Facsimile: Title:(▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Agency and Trust—Santander Drive Auto Receivables Trust 2023-1 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ If to the Owner Trustee: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2025-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: /s/ D▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇ Name: D▇▇▇▇▇ ▇▇▇▇▇▇▇Title: President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: /s/ D▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: D▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152025-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ N▇▇▇▇ ▇. ▇▇▇▇▇▇ FARGO BANKName: N▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2025-2, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: /s/ N▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: N▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ J▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: J▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: /s/ J▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: J▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President Bridgecrest Lending Auto Securitization Trust 2025-2 c/o Wilmington Trust, National Association 1▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee Bridgecrest Lending Auto Securitization Grantor Trust 2025-2 c/o Wilmington Trust, National Association 1▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator Bridgecrest Acceptance Corporation 1▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: l▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ Bridgecrest Auto Funding LLC 1▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel Email: l▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ Computershare Trust Company, National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. P▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration Wilmington Trust, National Association 1▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets C▇▇▇▇▇▇ Fixed Income Services LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: A▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings 5▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. 1▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of May 23, 2025, by and between Bridgecrest Lending Auto Securitization Trust 2025-2, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2025-2, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS WHEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2025-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2025-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: D▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: D▇▇▇▇▇ ▇▇▇▇▇▇▇Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152025-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2025-2, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: Bridgecrest Lending Auto Securitization Trust 2025-2 c/o Wilmington Trust, National Association 1▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee Bridgecrest Lending Auto Securitization Grantor Trust 2025-2 c/o Wilmington Trust, National Association 1▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator Bridgecrest Acceptance Corporation 1▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: l▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ Bridgecrest Auto Funding LLC 1▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel Email: l▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ Computershare Trust Company, National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. P▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration Wilmington Trust, National Association 1▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets C▇▇▇▇▇▇ Fixed Income Services LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: A▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings 5▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. 1▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of May 23, 2025, by and between Bridgecrest Lending Auto Securitization Trust 2025-2, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2025-2, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS WHEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2025-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152024-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2024-2, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: Name: Title: If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2024-2 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2024-2 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York, 10005 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of April 24, 2024, by and between Bridgecrest Lending Auto Securitization Trust 2024-2, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2024-2, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2024-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Executive Vice President and Chief Financial Officer of Treasury ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Title: Treasurer Senior Vice President ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title:: Vice President

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-24, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title:: If to the Issuer: Santander Drive Auto Receivables Trust 2023-4 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2023-4 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-4 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-4 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-4 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ [SANTANDER] DRIVE AUTO RECEIVABLES TRUST 201520[ ]-2[ ], as Issuer By: Wilmington Trust, National Association[ ], not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK[[SANTANDER] DRIVE AUTO RECEIVABLES GRANTOR TRUST 20[ ]-[ ], NATIONAL ASSOCIATIONas Grantor Trust] By: [ ], not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: [SANTANDER CONSUMER USA INC.][SANTANDER BANK, N.A.], as Servicer By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer Sponsor and Administrator By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title:

Appears in 1 contract

Sources: Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 48 Sale and Servicing Agreement (BLAST 2025-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Title: Treasurer BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152025-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKBRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2025-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: Name: Title: as Standby Servicer By: Name: Title: If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2025-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2025-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Tempe, Arizona 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC ▇▇▇▇ ▇. ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention : ABS Surveillance Email : ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 29, 2025, by and between Bridgecrest Lending Auto Securitization Trust 2025-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2025-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS WHEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in this Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2025-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include 40 Sale and Servicing Agreement (SDART 2024-4) any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 41 Sale and Servicing Agreement (SDART 2024-4) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President 42 Sale and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Servicing Agreement (SDART 2024-4) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152024-24, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged 43 Sale and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2024-4) SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKSenior Vice President 44 Sale and Servicing Agreement (SDART 2024-4) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title:: 45 Sale and Servicing Agreement (SDART 2024-4) Santander Drive Auto Receivables Trust 2024-4 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2024-4 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2024-4 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2024-4 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2024-4 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2024-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”)Trustee. For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby hereto agree to amend make such amendments to the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152013-25, as Issuer By: Wilmington Trust▇▇▇▇▇ Fargo Delaware Trust Company, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title:9.23

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 47 Sale and Servicing Agreement (BLAST 2023-1) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE BRIDGECREST AUTO RECEIVABLES FUNDING LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: President BRIDGECREST LENDING AUTO RECEIVABLES SECURITIZATION TRUST 20152023-21, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 /s/ ▇▇▇▇▇ FARGO BANK▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: Vice President BRIDGECREST LENDING AUTO SECURITIZATION GRANTOR TRUST 2023-1, NATIONAL ASSOCIATIONas Grantor Trust By: Wilmington Trust, National Association, not in its individual capacity but solely as Certificate Paying Agent Grantor Trust Trustee By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Title: SANTANDER CONSUMER USA INC.Vice President BRIDGECREST ACCEPTANCE CORPORATION, as Servicer By: Name: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKCOMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Standby Servicer By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇ Title: Vice President If to the Issuer: Bridgecrest Lending Auto Securitization Trust 2023-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator and the Indenture Trustee If to the Grantor Trust: Bridgecrest Lending Auto Securitization Grantor Trust 2023-1 c/o Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets with copies to the Administrator If to BAC, the Servicer or the Administrator: Bridgecrest Acceptance Corporation 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller or the Depositor: Bridgecrest Auto Funding LLC 1720 W. Rio Salado Parkway Tempe, AZ 85281 Attention: General Counsel Email: ▇▇▇▇▇.▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent, Certificate Registrar or Standby Servicer: Computershare Trust Company, National Association ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇ St. ▇▇▇▇, Minnesota Attention: Computershare Corporate Trust – Asset-Backed Administration If to the Owner Trustee, the Grantor Trust Trustee or the Grantor Trust Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇ ▇. ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890 Attention: Global Capital Markets ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ S&P Global Ratings ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ New York, New York 10041 Attention: Asset Backed Surveillance Department DBRS, Inc. ▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ St. Chicago, IL 60602 ▇▇▇▇▇ Bond Rating Agency, LLC ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇ New York, New York 10022 Attention: ABS Surveillance Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 25, 2023, by and between Bridgecrest Lending Auto Securitization Trust 2023-1, a Delaware statutory trust (the “Issuer”), Bridgecrest Lending Auto Securitization Grantor Trust 2023-1, a Delaware statutory trust (the “Grantor Trust”), Bridgecrest Auto Funding LLC, a Delaware limited liability company (the “Seller”), Bridgecrest Acceptance Corporation, an Arizona corporation, as servicer, and Computershare Trust Company, National Association, a national banking association, as standby servicer and as indenture trustee, on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby irrevocably sell, transfer, assign and otherwise convey to the Issuer on the Closing Date, without recourse (subject to the obligations in the Agreement) all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of the Seller’s rights under the Purchase Agreement and all proceeds of the foregoing, which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in an assumption by the Issuer of any obligation of the Seller or BAC to the Obligors, the Dealer, insurers or any other Person in connection with the Receivables or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BRIDGECREST AUTO FUNDING LLC By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants, and covenants to the Issuer, the Grantor Trust and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Bridgecrest Lending Auto Securitization Trust 2023-1)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-6) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-26, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-6) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title:: S-4 Sale and Servicing Agreement (SDART 2023-6) If to the Issuer: Santander Drive Auto Receivables Trust 2023-6 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2023-6 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-6 I-1 Schedule I to the Sale and Servicing Agreement If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-6 ▇. ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-6 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-6)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Title: Vice President S-1 Sale and Servicing Agreement (SDART 2023-2) SANTANDER DRIVE AUTO RECEIVABLES TRUST 20152023-2, as Issuer By: Wilmington TrustCitibank, National AssociationN.A., not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged S-2 Sale and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: Servicing Agreement (SDART 2023-2) SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANKVice President S-3 Sale and Servicing Agreement (SDART 2023-2) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: Name: Title:: S-4 Sale and Servicing Agreement (SDART 2023-2) If to the Issuer: Santander Drive Auto Receivables Trust 2023-2 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2023-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-2 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-2 Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-2 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, on the Notes, the Certificate Paying Agent Owner Trustee shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, on the Notes, the Servicer shall deliver a written notification to the Certificate Paying AgentOwner Trustee, which notice shall set forth the date upon which the Certificate Paying Agent Owner Trustee will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent Owner Trustee as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent Owner Trustee shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying AgentOwner Trustee. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: /s/ ▇▇▇▇▇ ▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 20152014-24, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Title: Vice President Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANKWILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent Owner Trustee By: /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ Title: Vice President SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: /s/ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title:: Vice President

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2014-4)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Indenture Trustee under the Trust AgreementIndenture, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. 40 Sale and Servicing Agreement (SDART 2023-2) IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇/s/ ▇▇▇▇ ▇▇▇▇▇ Title: President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-2, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Treasurer Vice President S-1 Sale and Servicing Agreement (SDART 2023-2) SANTANDER DRIVE AUTO RECEIVABLES TRUST 2023-2, as Issuer By: Citibank, N.A., not in its individual capacity but solely as Owner Trustee By: /s/ ▇▇▇▇▇ FARGO BANK▇▇▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ Title: Senior Trust Officer S-2 Sale and Servicing Agreement (SDART 2023-2) SANTANDER CONSUMER USA INC., as Servicer By: /s/ ▇▇▇▇▇▇ ▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇ Title: Vice President S-3 Sale and Servicing Agreement (SDART 2023-2) WILMINGTON TRUST, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee and Certificate Paying Agent, solely for purposes of Section 9.23 of this Agreement By: /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Title:: Vice President S-4 Sale and Servicing Agreement (SDART 2023-2) If to the Issuer: Santander Drive Auto Receivables Trust 2023-2 c/o Citibank, N.A. as Owner Trustee ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – SDART 2023-2 with copies to the Administrator and the Indenture Trustee If to Santander Consumer, the Servicer or the Administrator: Santander Consumer USA Inc. ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Seller: Santander Drive Auto Receivables LLC ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Dallas, Texas 75201 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Santander Capital Markets Email: ▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ If to the Indenture Trustee, Certificate Paying Agent or Certificate Registrar: Wilmington Trust, National Association ▇▇▇▇▇▇ Square North ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ Wilmington, Delaware 19890-0001 Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – Santander Drive Auto Receivables Trust 2023-2 If to the Owner Trustee: Citibank, N.A. ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ New York, New York 10013 Attention: Agency and Trust – Santander Drive Auto Receivables Trust 2023-2 Email: ▇▇▇▇▇.▇.▇▇▇▇▇▇▇▇▇▇@▇▇▇▇.▇▇▇ Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Greenville, Delaware 19807 Attention: Santander Drive Auto Receivables Trust 2023-2 ▇▇▇▇▇’▇ Investors Service, Inc.

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables Trust 2023-2)

Relevant Trustee. Following the payment in full of principal of, and interest on, the Notes, the Certificate Paying Agent shall assume the role of Relevant Trustee hereunder and shall perform the obligations of the Relevant Trustee set forth herein. At least five (5) Business Days prior to the final payment in full of principal of, and interest on, the Notes, the Servicer shall deliver a written notification to the Certificate Paying Agent, which notice shall set forth the date upon which the Certificate Paying Agent will assume the role of Relevant Trustee (the “Assumption Date”). For the avoidance of doubt, the obligations and duties of the Certificate Paying Agent as Relevant Trustee under the Transaction Documents shall be limited to the express duties of the Relevant Trustee, and shall not be deemed to include any duty or obligation of the Indenture Trustee, the Issuer, or any other Person. In the performance of its obligations as Relevant Trustee, the Certificate Paying Agent shall be entitled to all of the same rights, protections, indemnities and immunities as the Owner Trustee under the Trust Agreement, which rights, protections, indemnities and immunities are incorporated herein by reference. The parties hereby agree to amend the Transaction Documents prior to the Assumption Date to provide for such terms and conditions as may be necessary or desirable in connection with the assumption of the role of Relevant Trustee by the Certificate Paying Agent. IN WITNESS WHEREOF, the parties have caused this Sale and Servicing Agreement to be duly executed by their respective officers thereunto duly authorized as of the day and year first above written. SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller By: Name: ▇▇▇▇▇▇▇▇▇▇▇▇ Title: Vice President and Chief Financial Officer ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ AUTO RECEIVABLES TRUST 2015-25, as Issuer By: Wilmington Trust, National Association, not in its individual capacity but solely as Owner Trustee By: Name: Title: Acknowledged and agreed solely with respect to Section 9.23 ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Certificate Paying Agent By: Name: Title: SANTANDER CONSUMER USA INC., as Servicer By: Name: ▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇. Title: Treasurer Senior Vice President ▇▇▇▇▇ FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Indenture Trustee By: Name: Title:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Santander Drive Auto Receivables LLC)