Common use of Successor Owner Trustees and Additional Owner Trustees Clause in Contracts

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 ARTICLE XI MISCELLANEOUS 30 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 EXHIBITS 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. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 and Issuer Delaware Trustee 18 SECTION 10.2. Resignation or Removal of Owner Either Trustee 27 Section 10.3 18 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 19 SECTION 10.4. Merger or Consolidation of Owner a Trustee 28 Section 10.5 19 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 20 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 21 -ii- TABLE OF CONTENTS (continued) Page SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 22 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 22 SECTION 11.4. Notices 32 Section 11.5 22 SECTION 11.5. Severability 32 Section 11.6 23 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 23 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 23 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 23 SECTION 11.9. Headings 33 Section 11.12 24 SECTION 11.10. Governing Law; Law 24 SECTION 11.11. Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 34 Section 11.14 Certificates Nonassessable 24 SECTION 11.12. Information Requests 25 SECTION 11.13. Form 10-D 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 EXHIBITS EXHIBIT Form 10-K Filings 25 SECTION 11.14. Form 8-K Filings 25 SECTION 11.15. Information to Be Provided by the Trustees 25 Exhibit A Form of Certificate EXHIBIT B Form of Certificate of Trust This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1November 21, 2022 2018 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) among VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUSTCitibank, NATIONAL ASSOCIATIONN.A., a national banking association, as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”), and Citicorp Trust Delaware, National Association, a national banking association, as the issuer Delaware trustee (the “Issuer Delaware Trustee” and together with the Owner Trustee, the “Trustees” and each a “Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 25 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 25 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 26 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 27 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 28 SECTION 10.1. Supplements and Amendments 30 Section 11.2 28 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 29 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 29 SECTION 10.4. Notices 32 Section 11.5 29 SECTION 10.5. Severability 32 Section 11.6 30 SECTION 10.6. 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 30 SECTION 10.7. Assignments 30 SECTION 10.8. No Recourse 30 SECTION 10.9. Headings 30 SECTION 10.10. GOVERNING LAW 31 SECTION 10.11. Servicer 31 SECTION 10.12. Nonpetition Covenants 31 SECTION 10.13. Regulation AB 31 ARTICLE XI. 32 Application of Trust Funds; Certain Duties 32 SECTION 11.1. Establishment of Trust Accounts 32 SECTION 11.2. Application of Trust Funds 32 SECTION 11.3. Method of Payment 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 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1January 16, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2013, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national banking associationDelaware trust company, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of December 10, 2012 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 25 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 25 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 26 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 27 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 28 SECTION 10.1. Supplements and Amendments 30 Section 11.2 28 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 29 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 29 SECTION 10.4. Notices 32 Section 11.5 29 SECTION 10.5. Severability 32 Section 11.6 30 SECTION 10.6. 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 30 SECTION 10.7. Assignments 30 SECTION 10.8. No Recourse 30 SECTION 10.9. Headings 30 SECTION 10.10. GOVERNING LAW 31 SECTION 10.11. Servicer 31 SECTION 10.12. Nonpetition Covenants 31 SECTION 10.13. Regulation AB 31 ARTICLE XI. 32 Application of Trust Funds; Certain Duties 32 SECTION 11.1. Establishment of Trust Accounts 32 SECTION 11.2. Application of Trust Funds 32 SECTION 11.3. Method of Payment 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 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 13, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2013, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national banking associationDelaware trust company, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of March 11, 2013 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 Eligibility Requirements for Owner Trustee 27 Section 10.2 12.01 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 Trustee; Appointment of Co-Trustee or Separate Trustee Successor 29 Section 12.02 Appointment of Additional Owner Trustees 30 ARTICLE XI MISCELLANEOUS XIII TAX MATTERS PARTNER Section 13.01 Tax Matters Partner 30 Section 11.1 13.02 Notice of Tax Audit 31 Section 13.03 Authority to Extend Period for Assessing Tax 31 Section 13.04 Choice of Forum for Filing Petition for Readjustment 31 Section 13.05 Authority to Bind Owners by Settlement Agreement 31 Section 13.06 Notices Sent to the Internal Revenue Service 31 Section 13.07 Indemnification of Tax Matters Partner 31 Section 13.08 Approval of Tax Matters Partner's Decisions 31 Section 13.09 Participation by Owners in Internal Revenue Service Administrative 31 Proceedings ARTICLE XIV MISCELLANEOUS Section 14.01 Supplements and Amendments 30 32 Section 11.2 14.02 No Legal Title to Trust Property in Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation 14.03 Pledge of Collateral by Owner Trustee is Binding 32 Section 14.04 Limitations on Rights of Others 32 33 Section 11.4 14.05 Notices 32 33 Section 11.5 14.06 Severability 32 33 Section 11.6 14.07 Separate Counterparts and Electronic Signature 33 Section 11.7 14.08 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 14.09 Headings 33 Section 11.12 Governing Law; Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 14.10 Governing Law 34 Section 11.14 Certificates Nonassessable and Fully Paid 14.11 General Interpretive Principles 34 Section 11.15 Ratification of Prior Actions 34 Section 11.16 Legal Fees Associated with Indemnification 34 Section 11.17 FinCEN Compliance 34 EXHIBITS SCHEDULE A CAPITAL CONTRIBUTIONS, INITIAL SHARING RATIOS AND PERCENTAGE INTERESTS SCHEDULE B LOAN ORIGINATORS SCHEDULE C LOAN PURCHASE AGREEMENTS SCHEDULE D GUARANTY AGREEMENTS EXHIBIT A Form of Certificate 1 FORM OF TRUST CERTIFICATE EXHIBIT B Form of Certificate of Trust AMENDED AND RESTATED 2 FORM OF ACCESSION AGREEMENT TRUST AGREEMENT, dated as of April 1March 8, 2022 (as amended2007, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between CARMAX AUTO FUNDING among The National Collegiate Funding LLC, a Delaware limited liability company, as depositor company (the “Depositor”), and WILMINGTON TRUSTThe Education Resources Institute, NATIONAL ASSOCIATIONInc., a national private non­profit corporation organized under Chapter 180 of the Massachusetts General Laws, and Wilmington Trust Company, a Delaware banking association, as owner trustee and not in its individual capacity corporation (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 Eligibility Requirements for For Owner Trustee 27 30 Section 10.2 Resignation or Or Removal of Of Owner Trustee 27 30 Section 10.3 Successor Owner Trustee 28 Section 10.4 Merger or Or Consolidation of Of Owner Trustee 28 Section 10.5 Appointment of Of Co-Owner Trustee or Or Separate Owner Trustee 29 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and And Amendments 30 Section 11.2 No Legal Title to Owner To Trust Estate in Certificateholders 32 In Owners Section 11.3 Limitation on Limitations On Rights of Of Others 32 35 Section 11.4 Notices 32 Section 11.5 Severability 32 Section 11.6 Separate Counterparts and Electronic Signature 33 35 Section 11.7 Successors and And Assigns 33 Section 11.8 Covenants of the Depositor 33 No Petition Section 11.9 No Petition 33 Recourse Section 11.10 No Recourse 33 Headings 36 Section 11.11 Headings 33 GOVERNING LAW 36 Section 11.12 Governing Law; Waiver of Jury Trial 34 Residual Interest Transfer Restrictions 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 EXHIBITS [Third-Party Beneficiary 36 EXHIBIT A Form of Residual Interest Certificate EXHIBIT B Form of Certificate of Trust AMENDED AND RESTATED THIS OWNER TRUST AGREEMENT, dated as of April 1_________, 2022 200__ (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), between CARMAX AUTO FUNDING LLCamong HSI ASSET SECURITIZATION CORPORATION, a Delaware limited liability companycorporation, as depositor Depositor (the “Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION_________________________, a national banking association____________________ (the “Company”), _________________________, a ____________________, as owner trustee and not in its individual capacity Owner Trustee (in such capacity, the “Owner Trustee”) and _________________________, a ____________________ (the “Paying Agent”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 17 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 19 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 19 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 20 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Residual Interestholder 21 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 22 SECTION 11.4. Notices 32 Section 11.5 22 SECTION 11.5. Severability 32 Section 11.6 22 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 22 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 22 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 23 SECTION 11.9. Headings 33 Section 11.12 Governing Law; Waiver 24 SECTION 11.10. GOVERNING LAW 24 SECTION 11.11. Limitation 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 EXHIBITS EXHIBIT A Form of Certificate EXHIBIT B Form of Certificate of Trust Rights 24 This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1October 12, 2022 2005 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between CAPITAL ONE AUTO RECEIVABLES, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national Delaware banking associationcorporation, as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 9.01 Eligibility Requirements for Owner Trustee 27 Section 10.2 Resignation or Removal 9.02 Replacement of Owner Trustee 27 Section 10.3 9.03 Successor Owner Trustee 28 Section 10.4 9.04 Merger or Consolidation of Owner Trustee 28 Section 10.5 9.05 Appointment of Co-Trustee or Separate Trustee 29 ARTICLE XI MISCELLANEOUS 30 X Miscellaneous Section 11.1 Supplements and 10.01 Amendments 30 Section 11.2 10.02 No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation 10.03 Limitations on Rights of Others 32 Section 11.4 10.04 Notices 32 Section 11.5 10.05 Severability 32 Section 11.6 10.06 Separate Counterparts and Electronic Signature 33 Section 11.7 10.07 Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 10.08 No Petition 33 Section 11.10 10.09 No Recourse 33 Section 11.11 10.10 Headings 33 Section 11.12 Governing Law; Waiver of Jury Trial 34 10.11 GOVERNING LAW 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 EXHIBITS 10.12 Integration EXHIBIT Exhibit A - Form of Certificate EXHIBIT Exhibit B Form of - Certificate of Trust AMENDED AND RESTATED TRUST AGREEMENTof ______ Trust Series ____-__ Exhibit C - Form of 144A Investment Representation Exhibit D - Form of Investor Representation Letter Exhibit E - Form of Transferor Representation Letter Exhibit F - Form of ERISA Representation Letter This Owner Trust Agreement, dated as of April 1, 2022 _________________ (as amended, supplemented or otherwise modified and in effect amended from time to time, this “"Owner Trust Agreement”"), between CARMAX AUTO FUNDING LLCGE-WMC MORTGAGE SECURITIES, a Delaware limited liability companyL.L.C., as depositor (the “"Depositor”), ") and WILMINGTON TRUST, NATIONAL ASSOCIATION[NAME OF OWNER TRUSTEE], a national banking association, as owner trustee and not in its individual capacity (in such capacity, the “"Owner Trustee”")., WITNESSETH THAT:

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 17 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 18 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 19 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 20 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 21 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 21 SECTION 11.4. Notices 32 Section 11.5 21 TABLE OF CONTENTS (continued) Page SECTION 11.5. Severability 32 Section 11.6 21 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 22 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 22 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 22 SECTION 11.9. Headings 33 Section 11.12 23 SECTION 11.10. Governing Law; Law 23 SECTION 11.11. Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 34 Section 11.14 Certificates Nonassessable 23 SECTION 11.12. Information Requests 23 SECTION 11.13. Form 10-D 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 EXHIBITS EXHIBIT 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 EXHIBIT B Form of Certificate of Trust This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1July 3, 2022 2018 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONDeutsche Bank Trust Company Delaware, a national Delaware banking associationcorporation (“Trustee Bank”), as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 31 SECTION 9.1 Eligibility Requirements for Owner Trustee 27 Section 10.2 31 SECTION 9.2 Resignation or Removal of Owner Trustee 27 Section 10.3 31 SECTION 9.3 Successor Owner Trustee 28 Section 10.4 32 SECTION 9.4 Merger or Consolidation of Owner Trustee 28 Section 10.5 32 SECTION 9.5 Appointment of Co-Trustee or Separate Trustee 29 32 ARTICLE XI X MISCELLANEOUS 30 Section 11.1 34 SECTION 10.1 Supplements and Amendments 30 Section 11.2 34 SECTION 10.2 No Legal Title to Trust Fund in Ownership Certificateholder 35 SECTION 10.3 Pledge of Trust Fund by Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Trustee is Binding 35 SECTION 10.4 Limitations on Rights of Others 32 Section 11.4 36 SECTION 10.5 Notices 32 Section 11.5 36 SECTION 10.6 Severability 32 Section 11.6 36 SECTION 10.7 Separate Counterparts and Electronic Signature 33 Section 11.7 36 SECTION 10.8 Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 36 SECTION 10.9 Headings 36 SECTION 10.10 Governing Law 37 SECTION 10.11 No Petition 33 Section 11.10 37 SECTION 10.12 No Recourse 33 Section 11.11 Headings 33 Section 11.12 Governing Law; Waiver 37 SECTION 10.13 Note Insurer Default 37 SECTION 10.14 Third-Party Beneficiary 38 ARTICLE XI TRUST OFFICERS 38 SECTION 11.1 Appointment 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 Trust Officers 38 SECTION 11.2 Trust Officers to Provide Information to the Owner Trustee 38 EXHIBITS EXHIBIT Exhibit A Form of Ownership Certificate EXHIBIT Exhibit B Form of Certificate of Trust Exhibit C-1 Form of Rule 144A Investment Letter Exhibit C-2 Form of Non-Rule 144A Investment Letter Exhibit D Form of Representation and Warranty Regarding Transferee’s Status For Tax Matters Exhibit E Form of Servicing Strip Certificate This AMENDED AND RESTATED OWNER TRUST AGREEMENT, dated as of April 1August 16, 2022 (as amended2005, supplemented or otherwise modified is entered into by and in effect from time to timeamong FBR SECURITIZATION, this “Agreement”), between CARMAX AUTO FUNDING LLCINC., a Delaware limited liability companycorporation, as depositor (the “Depositor”"), WILMINGTON TRUST COMPANY, a Delaware banking corporation, as owner trustee (the “Owner Trustee"), and WILMINGTON TRUSTWXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as owner trustee and not in its individual capacity securities administrator (in such capacity, the “Owner Trustee”Securities Administrator").

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 16 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 16 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 17 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 17 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 18 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 19 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 20 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 20 SECTION 11.4. Notices 32 Section 11.5 20 TABLE OF CONTENTS (continued) Page SECTION 11.5. Severability 32 Section 11.6 20 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 21 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 21 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 21 SECTION 11.9. Headings 33 Section 11.12 Governing Law; 22 SECTION 11.10. GOVERNING LAW 22 SECTION 11.11. Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 34 Section 11.14 Certificates Nonassessable 22 SECTION 11.12. Information Requests 22 SECTION 11.13. Form 10-D and Fully Paid 34 Section 11.15 Ratification of Prior Actions 34 Section 11.16 Legal Fees Associated with Form 10-K Filings 22 SECTION 11.14. Form 8-K Filings 23 SECTION 11.15. Indemnification 34 Section 11.17 FinCEN Compliance 34 EXHIBITS EXHIBIT 23 SECTION 11.16. Information to Be Provided by the Owner Trustee 24 Exhibit A Form of Certificate EXHIBIT B Form of Certificate of Trust This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1, 2022 [ ] (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATION[ ], a national [Delaware banking associationcorporation] (“Trustee Bank”), as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 25 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 25 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 26 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 27 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 28 SECTION 10.1. Supplements and Amendments 30 Section 11.2 28 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 29 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 29 SECTION 10.4. Notices 32 Section 11.5 29 SECTION 10.5. Severability 32 Section 11.6 30 SECTION 10.6. 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 30 SECTION 10.7. Assignments 30 SECTION 10.8. No Recourse 30 SECTION 10.9. Headings 30 SECTION 10.10. GOVERNING LAW 30 SECTION 10.11. Servicer 31 SECTION 10.12. Nonpetition Covenants 31 SECTION 10.13. Regulation AB 31 ARTICLE XI. 32 Application of Trust Funds; Certain Duties 32 SECTION 11.1. Establishment of Trust Accounts 32 SECTION 11.2. Application of Trust Funds 32 SECTION 11.3. Method of Payment 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 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE Exhibit B FORM OF CERTIFICATE OF TRUST EXHIBIT B Form of Certificate of Trust C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1November 14, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2012, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national banking associationDelaware trust company, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of October 26, 2012 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 24 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 24 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 25 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 26 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 27 SECTION 10.1. Supplements and Amendments 30 Section 11.2 Amendments. 27 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 28 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 Notices 32 Section 11.5 28 SECTION 10.4. Notices. 29 SECTION 10.5. Severability 32 Section 11.6 29 SECTION 10.6. 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 29 SECTION 10.7. Assignments 29 SECTION 10.8. No Recourse 33 Section 11.11 29 SECTION 10.9. Headings 33 Section 11.12 Governing Law30 SECTION 10.10. GOVERNING LAW 30 SECTION 10.11. Servicer 30 SECTION 10.12. Nonpetition Covenants 30 SECTION 10.13. Regulation AB 31 Article XI. Application of Trust Funds; Waiver Certain Duties 31 SECTION 11.1. Establishment of Jury Trial 34 Section 11.13 Depositor Trust Accounts 31 SECTION 11.2. Application of Trust Funds 31 SECTION 11.3. Method of 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 32 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1June 2, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2011, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national Delaware banking associationcorporation, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of May 20, 2011 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 30 SECTION 9.1 Eligibility Requirements for Owner Trustee 27 Section 10.2 30 SECTION 9.2 Resignation or Removal of Owner Trustee 27 Section 10.3 30 SECTION 9.3 Successor Owner Trustee 28 Section 10.4 31 SECTION 9.4 Merger or Consolidation of Owner Trustee 28 Section 10.5 31 SECTION 9.5 Appointment of Co-Trustee or Separate Trustee 29 31 ARTICLE XI X MISCELLANEOUS 30 Section 11.1 33 SECTION 10.1 Supplements and Amendments 30 Section 11.2 33 SECTION 10.2 No Legal Title to Trust Fund in Certificateholder 34 SECTION 10.3 Pledge of Trust Fund by Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Trustee is Binding 34 SECTION 10.4 Limitations on Rights of Others 32 Section 11.4 34 SECTION 10.5 Notices 32 Section 11.5 35 SECTION 10.6 Severability 32 Section 11.6 35 SECTION 10.7 Separate Counterparts and Electronic Signature 33 Section 11.7 35 SECTION 10.8 Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 35 SECTION 10.9 Headings 35 SECTION 10.10 Governing Law 35 SECTION 10.11 No Petition 33 Section 11.10 36 SECTION 10.12 No Recourse 33 Section 11.11 Headings 33 Section 11.12 Governing Law; Waiver 36 ARTICLE XI TRUST OFFICERS 36 SECTION 11.1 Appointment 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 Trust Officers 36 SECTION 11.2 Trust Officers to Provide Information to the Owner Trustee 37 EXHIBITS EXHIBIT Exhibit A Form of Certificate EXHIBIT Exhibit B Form of Certificate of Trust Exhibit C-1 Form of Rule 144A Investment Letter Exhibit C-2 Form of Non-Rule 144A Investment Letter Exhibit D Form of Representation and Warranty Regarding Transferee’s Status For Tax Matters This AMENDED AND RESTATED OWNER TRUST AGREEMENT, dated as of April 1November 9, 2022 (as amended2005, supplemented or otherwise modified is entered into by and in effect from time to timeamong FBR SECURITIZATION, this “Agreement”), between CARMAX AUTO FUNDING LLCINC., a Delaware limited liability companycorporation, as depositor (the “Depositor”), WILMINGTON TRUST COMPANY, a Delaware banking corporation, as owner trustee (the “Owner Trustee”), and WILMINGTON TRUSTWXXXX FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as owner trustee and not in its individual capacity securities administrator (in such capacity, the “Owner TrusteeSecurities Administrator”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 17 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 18 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 19 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 20 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 21 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 21 SECTION 11.4. Notices 32 Section 11.5 21 TABLE OF CONTENTS (continued) Page SECTION 11.5. Severability 32 Section 11.6 21 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 22 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 22 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 22 SECTION 11.9. Headings 33 Section 11.12 23 SECTION 11.10. Governing Law; Law 23 SECTION 11.11. Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 34 Section 11.14 Certificates Nonassessable 23 SECTION 11.12. Information Requests 23 SECTION 11.13. Form 10-D and Fully Paid 34 Section 11.15 Ratification of Prior Actions 34 Section 11.16 Legal Fees Associated with Form 10-K Filings 23 SECTION 11.14. Form 8-K Filings 24 SECTION 11.15. Indemnification 34 Section 11.17 FinCEN Compliance 34 EXHIBITS EXHIBIT 24 SECTION 11.16. Information to Be Provided by the Owner Trustee 24 Exhibit A Form of Certificate EXHIBIT B Form of Certificate of Trust This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1July 3, 2022 2018 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONDeutsche Bank Trust Company Delaware, a national Delaware banking associationcorporation (“Trustee Bank”), as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 25 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 25 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 26 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 27 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 28 SECTION 10.1. Supplements and Amendments 30 Section 11.2 28 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 29 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 29 SECTION 10.4. Notices 32 Section 11.5 29 SECTION 10.5. Severability 32 Section 11.6 30 SECTION 10.6. 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 30 SECTION 10.7. Assignments 30 SECTION 10.8. No Recourse 30 SECTION 10.9. Headings 30 SECTION 10.10. GOVERNING LAW 30 SECTION 10.11. Servicer 31 SECTION 10.12. Nonpetition Covenants 31 SECTION 10.13. Regulation AB 31 ARTICLE XI. 32 Application of Trust Funds; Certain Duties 32 SECTION 11.1. Establishment of Trust Accounts 32 SECTION 11.2. Application of Trust Funds 32 SECTION 11.3. Method of Payment 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 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1September 10, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2012, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national banking associationDelaware trust company, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of August 24, 2012 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 17 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 19 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 19 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 20 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Residual Interestholder 21 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 22 SECTION 11.4. Notices 32 Section 11.5 22 SECTION 11.5. Severability 32 Section 11.6 22 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 22 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 22 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 23 SECTION 11.9. Headings 33 Section 11.12 Governing Law; Waiver 24 SECTION 11.10. GOVERNING LAW 24 SECTION 11.11. Limitation 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 EXHIBITS EXHIBIT A Form of Certificate EXHIBIT B Form of Certificate of Trust Rights 24 This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1May 25, 2022 2004 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between CAPITAL ONE AUTO RECEIVABLES, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national Delaware banking associationcorporation, as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 17 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 19 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 19 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 20 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Residual Interestholder 21 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 22 SECTION 11.4. Notices 32 Section 11.5 22 SECTION 11.5. Severability 32 Section 11.6 22 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 22 TABLE OF CONTENTS (continued) Page SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 22 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 23 SECTION 11.9. Headings 33 Section 11.12 Governing Law; Waiver 24 SECTION 11.10. GOVERNING LAW 24 SECTION 11.11. Limitation 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 EXHIBITS EXHIBIT A Form of Certificate EXHIBIT B Form of Certificate of Trust Rights 24 This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1October 7, 2022 2004 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between CAPITAL ONE AUTO RECEIVABLES, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national Delaware banking associationcorporation, as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 25 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 25 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 26 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 27 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 28 SECTION 10.1. Supplements and Amendments 30 Section 11.2 Amendments. 28 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 29 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 29 SECTION 10.4. Notices 32 Section 11.5 29 SECTION 10.5. Severability 32 Section 11.6 30 SECTION 10.6. 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 30 SECTION 10.7. Assignments 30 SECTION 10.8. No Recourse 30 SECTION 10.9. Headings 30 SECTION 10.10. GOVERNING LAW 31 SECTION 10.11. Servicer 31 SECTION 10.12. Nonpetition Covenants 31 SECTION 10.13. Regulation AB 31 ARTICLE XI. 32 Application of Trust Funds; Certain Duties 32 SECTION 11.1. Establishment of Trust Accounts 32 SECTION 11.2. Application of Trust Funds 32 SECTION 11.3. Method of Payment 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 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1November 14, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2012, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national banking associationDelaware trust company, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of October 26, 2012 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 24 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 24 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 24 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 25 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 26 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 27 SECTION 10.1. Supplements and Amendments 30 Section 11.2 Amendments. 27 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 28 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 Notices 32 Section 11.5 28 SECTION 10.4. Notices. 29 SECTION 10.5. Severability 32 Section 11.6 29 SECTION 10.6. 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 29 SECTION 10.7. Assignments 29 SECTION 10.8. No Recourse 33 Section 11.11 29 SECTION 10.9. Headings 33 Section 11.12 Governing Law30 SECTION 10.10. GOVERNING LAW 30 SECTION 10.11. Servicer 30 SECTION 10.12. Nonpetition Covenants 30 SECTION 10.13. Regulation AB 30 ARTICLE XI. Application of Trust Funds; Waiver Certain Duties 31 SECTION 11.1. Establishment of Jury Trial 34 Section 11.13 Depositor Trust Accounts 31 SECTION 11.2. Application of Trust Funds 31 SECTION 11.3. Method of 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 32 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1June 2, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2011, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national Delaware banking associationcorporation, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of May 20, 2011 between the “Seller and the Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 16 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 16 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 17 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 17 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 17 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 19 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 20 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 20 SECTION 11.4. Notices 32 Section 11.5 20 TABLE OF CONTENTS (continued) Page SECTION 11.5. Severability 32 Section 11.6 20 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 21 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 21 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 21 SECTION 11.9. Headings 33 Section 11.12 22 SECTION 11.10. Governing Law; Law 22 SECTION 11.11. Waiver of Jury Trial 34 Section 11.13 Depositor Payment Obligation 34 Section 11.14 Certificates Nonassessable 22 SECTION 11.12. Information Requests 22 SECTION 11.13. Form 10-D and Fully Paid 34 Section 11.15 Ratification of Prior Actions 34 Section 11.16 Legal Fees Associated with Form 10-K Filings 22 SECTION 11.14. Form 8-K Filings 23 SECTION 11.15. Indemnification 34 Section 11.17 FinCEN Compliance 34 EXHIBITS EXHIBIT 23 SECTION 11.16. Information to Be Provided by the Owner Trustee 24 Exhibit A Form of Certificate EXHIBIT B Form of Certificate of Trust This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 1, 2022 [ ] (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATION[ ], a national [Delaware banking associationcorporation] (“Trustee Bank”), as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 SECTION 10.1. Eligibility Requirements for the Owner Trustee 27 Section 10.2 17 SECTION 10.2. Resignation or Removal of the Owner Trustee 27 Section 10.3 17 SECTION 10.3. Successor Owner Trustee 28 Section 10.4 18 SECTION 10.4. Merger or Consolidation of the Owner Trustee 28 Section 10.5 19 SECTION 10.5. Appointment of Co-Trustee or Separate Trustee 29 19 ARTICLE XI MISCELLANEOUS 30 Section 11.1 Supplements and SECTION 11.1. Amendments 30 Section 11.2 20 SECTION 11.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Residual Interestholder 21 SECTION 11.3. Limitations on Rights of Others 32 Section 11.4 22 SECTION 11.4. Notices 32 Section 11.5 22 SECTION 11.5. Severability 32 Section 11.6 22 SECTION 11.6. Separate Counterparts and Electronic Signature 33 Section 11.7 22 SECTION 11.7. Successors and Assigns 33 Section 11.8 Covenants of the Depositor 33 Section 11.9 22 SECTION 11.8. No Petition 33 Section 11.10 No Recourse 33 Section 11.11 23 SECTION 11.9. Headings 33 Section 11.12 Governing Law; Waiver 24 SECTION 11.10. GOVERNING LAW 24 SECTION 11.11. Limitation 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 EXHIBITS EXHIBIT A Form of Certificate EXHIBIT B Form of Certificate of Trust Rights 24 This AMENDED AND RESTATED TRUST AGREEMENT, dated AGREEMENT is made as of April 17, 2022 2005 (as from time to time amended, supplemented or otherwise modified and in effect from time to timeeffect, this “Agreement”)) between CAPITAL ONE AUTO RECEIVABLES, between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as the depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national Delaware banking associationcorporation, as the owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).

Successor Owner Trustees and Additional Owner Trustees. 27 Section 10.1 25 SECTION 9.1. Eligibility Requirements for Owner Trustee 27 Section 10.2 25 SECTION 9.2. Resignation or Removal of Owner Trustee 27 Section 10.3 25 SECTION 9.3. Successor Owner Trustee 28 Section 10.4 26 SECTION 9.4. Merger or Consolidation of Owner Trustee 28 Section 10.5 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee 29 27 ARTICLE XI MISCELLANEOUS 30 Section 11.1 X. Miscellaneous 28 SECTION 10.1. Supplements and Amendments 30 Section 11.2 28 SECTION 10.2. No Legal Title to Owner Trust Estate in Certificateholders 32 Section 11.3 Limitation Certificateholder 29 SECTION 10.3. Limitations on Rights of Others 32 Section 11.4 29 SECTION 10.4. Notices 32 Section 11.5 29 SECTION 10.5. Severability 32 Section 11.6 30 SECTION 10.6. 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 30 SECTION 10.7. Assignments 30 SECTION 10.8. No Recourse 30 SECTION 10.9. Headings 30 SECTION 10.10. GOVERNING LAW 31 SECTION 10.11. Servicer 31 SECTION 10.12. Nonpetition Covenants 31 SECTION 10.13. Regulation AB 31 ARTICLE XI. 32 Application of Trust Funds; Certain Duties 32 SECTION 11.1. Establishment of Trust Accounts 32 SECTION 11.2. Application of Trust Funds 32 SECTION 11.3. Method of Payment 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 EXHIBITS EXHIBIT A Form of Certificate FORM OF CERTIFICATE EXHIBIT B Form of Certificate of Trust FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of April 1October 26, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”)2011, between CARMAX AUTO FUNDING LLCAFS SENSUB CORP., a Delaware limited liability companyNevada corporation, as depositor (the “DepositorSeller”), and WILMINGTON TRUST, NATIONAL ASSOCIATIONTRUST COMPANY, a national banking associationDelaware trust company, as owner trustee Owner Trustee, amends and not restates in its individual capacity (in such capacityentirety that certain Trust Agreement dated as of October 4, 2011 between the “Seller and the Owner Trustee”).