Successor Owner Trustees and Additional Owner Trustees Sample Clauses

Successor Owner Trustees and Additional Owner Trustees. SECTION 9.1. Eligibility Requirements for Owner Trustee.....................19 SECTION 9.2. Resignation or Removal of Owner Trustee........................20 SECTION 9.3. Successor Owner Trustee........................................20 SECTION 9.4. Merger or Consolidation of Owner Trustee.......................21 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee..................21 ARTICLE X.MISCELLANEOUS

Successor Owner Trustees and Additional Owner Trustees. Section 10.01. Eligibility Requirements for Owner Trustee 26 Section 10.02. Resignation or Removal of Owner Trustee 26 Section 10.03. Successor Owner Trustee 27 Section 10.04. Merger or Consolidation of Owner Trustee 27 Section 10.05. Appointment of Co-Trustee or Separate Trustee 27 Section 10.06. Power of Attorney for Co-Trustee or Separate Trustee 28

Successor Owner Trustees and Additional Owner Trustees. Section 9.01 Eligibility Requirements for Owner Trustee Section 9.02 Replacement of Owner Trustee Section 9.03 Successor Owner Trustee Section 9.04 Merger or Consolidation of Owner Trustee Section 9.05 Appointment of Co-Trustee or Separate Trustee

Successor Owner Trustees and Additional Owner Trustees. Section 9.01. Eligibility Requirements for Owner Trustee.................................................26 Section 9.02. Resignation or Removal of Owner Trustee....................................................27 Section 9.03.

Successor Owner Trustees and Additional Owner Trustees. SECTION 9.1. Eligibility Requirements for Owner Trustee . . . .

Successor Owner Trustees and Additional Owner Trustees. 29 Section 9.01.

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 Eligibility Requirements for Owner Trustee 27 Section 10.2 Resignation or Removal of Owner Trustee 27 Section 10.3 Successor Owner Trustee 28 Section 10.4 Merger or Consolidation of Owner Trustee 28 Section 10.5 Appointment of Co-Trustee or Separate Trustee 29 Section 11.1 Supplements and Amendments 30 Section 11.2 No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation on Rights of Others 32 Section 11.4 Notices 32 Section 11.5 Severability 32 Section 11.6 Separate Counterparts and Electronic Signature 33 Section 11.7 Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 No Petition 33 Section 11.10 No Recourse 33 Section 11.11 Headings 33 Section 11.12 Governing Law; Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 34 Section 11.14 Certificates Nonassessable and Fully Paid 34 Section 11.15 Ratification of Prior Actions 34 Section 11.16 Legal Fees Associated with Indemnification 34 Section 11.17 FinCEN Compliance 34 EXHIBIT A Form of Certificate EXHIBIT B Form of Certificate of Trust AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as depositor (the “Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. SECTION 10.1. Eligibility Requirements for the Owner Trustee 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 17 SECTION 10.3. Successor Owner Trustee 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 18 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 19 SECTION 11.1. Amendments 20 SECTION 11.2. No Legal Title to Trust Estate in Certificateholder 21 SECTION 11.3. Limitations on Rights of Others 21 SECTION 11.4. Notices 21 SECTION 11.5. Severability 21 SECTION 11.6. Separate Counterparts 22 SECTION 11.7. Successors and Assigns 22 SECTION 11.8. No Petition 22 SECTION 11.9. Headings 23 SECTION 11.10. Governing Law 23 SECTION 11.11. Waiver of Jury Trial 23 SECTION 11.12. Information Requests 23 SECTION 11.13. Form 10-D and Form 10-K Filings 23 SECTION 11.14. Form 8-K Filings 24 SECTION 11.15. Information to Be Provided by the Owner Trustee 24 Exhibit A Form of Certificate This AMENDED AND RESTATED TRUST AGREEMENT is made as of July 3, 2018 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company, as the depositor (the “Seller”), and Deutsche Bank Trust Company Delaware, a Delaware banking corporation (“Trustee Bank”), as the owner trustee (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. Section 10.1. Eligibility Requirements for Owner Trustee Section 10.2. Resignation or Removal of Owner Trustee Section 10.3. Successor Owner Trustee

Successor Owner Trustees and Additional Owner Trustees. Section 12.01 Resignation of Owner Trustee; Appointment of Successor. Section 12.02 Appointment of Additional Owner Trustees ARTICLE XIII TAX MATTERS PARTNER Section 13.01 Tax Matters Partner Section 13.02 Notice of Tax Audit