Carmax Auto Funding LLC Sample Contracts
CARMAX AUTO FUNDING LLC, as Depositor,Trust Agreement • November 6th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
Exhibit 3.2 - Limited Liability Company Agreement of the RegistrantLimited Liability Company Agreement • September 26th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
INDENTURE Dated as of October 1, 2003Indenture • November 6th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
EXHIBIT 10.2 - ADMINISTRATION AGREEMENTAdministration Agreement • November 6th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
ARTICLE III REPRESENTATIONS AND WARRANTIESReceivables Purchase Agreement • November 6th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
CARMAX AUTO FUNDING LLC, as Depositor, and U.S. BANK TRUST NATIONAL ASSOCIATION, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of May 1, 2025Trust Agreement • April 28th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of May 1, 2025 (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 U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).
CARMAX AUTO OWNER TRUST 2025-2, as Issuer, CARMAX BUSINESS SERVICES, LLC, as Administrator, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Indenture Trustee ADMINISTRATION AGREEMENT Dated as of May 1, 2025Administration Agreement • April 28th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of May 1, 2025 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among CARMAX AUTO OWNER TRUST 2025-2, a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[___]-[___], as Issuer, [CARMAX [AUTO OWNER] [SELECT RECEIVABLES] GRANTOR TRUST 20[___]-[___]], [as Grantor Trust,] CARMAX AUTO FUNDING LLC, as Depositor, [and] CARMAX BUSINESS SERVICES, LLC, as Servicer...Sale and Servicing Agreement • June 10th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], a Delaware statutory trust (the “Trust” or the “Issuer”), [CARMAX [AUTO OWNER][SELECT RECEIVABLES] GRANTOR TRUST 20[___]-[___], a Delaware statutory trust (the “Grantor Trust”),] CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), [and] CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”), [and [___________], a [___________], as backup servicer (in such capacity, the “Backup Servicer”)].
CARMAX BUSINESS SERVICES, LLC, as Seller, and CARMAX AUTO FUNDING LLC, as Purchaser RECEIVABLES PURCHASE AGREEMENT Dated as of [________], 20[__]Receivables Purchase Agreement • June 10th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
This Receivables Purchase Agreement, dated as of [________], 20[__], is between CarMax Business Services, LLC, a Delaware limited liability company (“CarMax”), as seller (the “Seller”), and CarMax Auto Funding LLC, a Delaware limited liability company (“CarMax Funding”), as purchaser (the “Purchaser”).
EXHIBIT 1.1 - UNDERWRITING AGREEMENT EXECUTION COPY $600,000,000Underwriting Agreement • November 6th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT CARMAX AUTO OWNER TRUST 2025-2, as Issuer, and CARMAX BUSINESS SERVICES, LLC, as Servicer, and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of May 1, 2025Asset Representations Review Agreement • April 28th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of May 1, 2025, by and among CARMAX AUTO OWNER TRUST 2025-2, a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).
CARMAX AUTO OWNER TRUST 2022-1, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee INDENTURE Dated as of January 1, 2022 $287,000,000 0.31282% Class A-1 Asset-backed Notes $540,700,000 0.91% Class A-2 Asset-backed Notes $540,700,000...Indenture • January 26th, 2022 • Carmax Auto Funding LLC • Asset-backed securities • New York
INDENTURE, dated as of January 1, 2022 (as amended, supplemented or otherwise modified and in effect from time to time, this “Indenture”), between CARMAX AUTO OWNER TRUST 2022-1, a Delaware statutory trust (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX BUSINESS SERVICES, LLC, as Seller, and CARMAX AUTO FUNDING LLC, as Purchaser RECEIVABLES PURCHASE AGREEMENT Dated as of February 1, 2014Receivables Purchase Agreement • February 13th, 2014 • Carmax Auto Funding LLC • Asset-backed securities • New York
This Receivables Purchase Agreement, dated as of February 1, 2014, is between CarMax Business Services, LLC, a Delaware limited liability company (“CarMax”), as seller (the “Seller”), and CarMax Auto Funding LLC, a Delaware limited liability company (“CarMax Funding”), as purchaser (the “Purchaser”).
CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], as Issuer, [CARMAX [AUTO OWNER][SELECT RECEIVABLES] GRANTOR TRUST 20[__]-[__]], [as Grantor Trust,] and as Indenture Trustee INDENTURE Dated as of [________], 20[__] $[________] [___]% Class...Indenture • June 10th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
INDENTURE, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Indenture”), [between][among] CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], a Delaware statutory trust (the “Issuer”), [CARMAX [AUTO OWNER][SELECT RECEIVABLES] GRANTOR TRUT 20[___]-[___], a Delaware statutory trust (the “Grantor Trust”)] and [_________________], a [_________________], not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX AUTO FUNDING LLC, as Depositor, and U.S. BANK TRUST NATIONAL ASSOCIATION, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of January 1, 2025Trust Agreement • January 16th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of January 1, 2025 (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 U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).
SECURITIES ACCOUNT CONTROL AGREEMENT among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[ ]-[ ], as Issuer, CARMAX BUSINESS SERVICES, LLC, as Servicer, in its capacity as Indenture Trustee and as Secured Party AND as Securities Intermediary Dated...Securities Account Control Agreement • November 14th, 2024 • Carmax Auto Funding LLC • Asset-backed securities • New York
THIS SECURITIES ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of [ ], 20[ ], among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[ ]-[ ], as Issuer (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, as Servicer (the “Servicer”), [ ], as Securities Intermediary (the “Securities Intermediary”) and [ ], in its capacity as Indenture Trustee (the “Secured Party”).
CARMAX AUTO OWNER TRUST 2008-1 $86,000,000 4.45395% Class A-1 Asset Backed Notes $198,000,000 LIBOR + 0.70% Class A-2 Asset Backed Notes $100,000,000 4.31% Class A-3 Asset Backed Notes $60,000,000 4.79% Class A-4a Asset Backed Notes $35,000,000 LIBOR...Underwriting Agreement • January 14th, 2008 • Carmax Auto Funding LLC • Asset-backed securities • New York
CARMAX AUTO OWNER TRUST 2014-1, as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, CARMAX BUSINESS SERVICES, LLC, as Servicer and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Backup Servicer SALE AND SERVICING AGREEMENT Dated as of February 1, 2014Sale and Servicing Agreement • February 13th, 2014 • Carmax Auto Funding LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of February 1, 2014 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among CARMAX AUTO OWNER TRUST 2014-1, a Delaware statutory trust (the “Trust”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as backup servicer (in such capacity, the “Backup Servicer”).
FORM OF INTEREST RATE SWAP AGREEMENT BETWEEN THE TRUST AND THE SWAP COUNTERPARTY ISDA(R) International Swap Dealers Association, Inc. MASTER AGREEMENT dated as of [ ]Interest Rate Swap Agreement • June 10th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
[SWAP COUNTERPARTY] (“Party A”) and CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[ ]-[ ] (“Party B”) have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.
CARMAX AUTO OWNER TRUST 20[__]-[__], as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, and CARMAX AUTO SUPERSTORES, INC., as ServicerSale and Servicing Agreement • September 26th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
ACCOUNT CONTROL AGREEMENT among CARMAX AUTO OWNER TRUST 2021-4, as Issuer, CARMAX BUSINESS SERVICES, LLC, as Servicer, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee and as Secured Party AND U.S. BANK NATIONAL...Account Control Agreement • April 1st, 2022 • Carmax Auto Funding LLC • Asset-backed securities • New York
ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of April 1, 2022, among CARMAX AUTO OWNER TRUST 2021-4, as Issuer (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, as Servicer (the “Servicer”), U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary (the “Securities Intermediary”) and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee (the “Secured Party”).
CARMAX AUTO OWNER TRUST 2016-4, as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, and CARMAX BUSINESS SERVICES, LLC, as Servicer SALE AND SERVICING AGREEMENT Dated as of October 1, 2016Sale and Servicing Agreement • October 26th, 2016 • Carmax Auto Funding LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of October 1, 2016 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among CARMAX AUTO OWNER TRUST 2016-4, a Delaware statutory trust (the “Trust”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), and CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”).
ASSET REPRESENTATIONS REVIEW AGREEMENT CARMAX AUTO OWNER TRUST 20[__]-[__], as Issuer, and CARMAX BUSINESS SERVICES, LLC, as Servicer, and as Asset Representations Reviewer Dated as of [________], 20[__]Asset Representations Review Agreement • November 5th, 2021 • Carmax Auto Funding LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of the [__] day of [__], 20[__], by and among CARMAX AUTO OWNER TRUST 20[__]-[__], a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (the “Servicer”), and [____], a [___] (the “Asset Representations Reviewer”).
CARMAX AUTO OWNER TRUST 2020-2, as Issuer, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Indenture Trustee INDENTURE Dated as of April 1, 2020 $223,000,000 1.25179% Class A-1 Asset-backed Notes $258,385,000 1.75% Class A-2a Asset-backed Notes...Indenture • April 29th, 2020 • Carmax Auto Funding LLC • Asset-backed securities • New York
INDENTURE, dated as of April 1, 2020 (as amended, supplemented or otherwise modified and in effect from time to time, this “Indenture”), between CARMAX AUTO OWNER TRUST 2020-2, a Delaware statutory trust (the “Issuer”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX AUTO OWNER TRUST 2020-2, as Issuer, CARMAX BUSINESS SERVICES, LLC, as Administrator, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Indenture Trustee ADMINISTRATION AGREEMENT Dated as of April 1, 2020Administration Agreement • April 29th, 2020 • Carmax Auto Funding LLC • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of April 1, 2020 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among CARMAX AUTO OWNER TRUST 2020-2, a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), and Wilmington Trust, National Association, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX AUTO OWNER TRUST 20[__]-[__], as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, and CARMAX AUTO SUPERSTORES, INC., as ServicerSale and Servicing Agreement • September 26th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENTSale and Servicing Agreement • April 29th, 2020 • Carmax Auto Funding LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT, dated as of April 1, 2020 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), among CARMAX AUTO OWNER TRUST 2020-2, a Delaware statutory trust (the “Trust” or the “Issuer”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), and CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”).
ASSET REPRESENTATIONS REVIEW AGREEMENT CARMAX AUTO OWNER TRUST 2020-2, as Issuer, and CARMAX BUSINESS SERVICES, LLC, as Servicer, and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of April 1, 2020Asset Representations Review Agreement • April 29th, 2020 • Carmax Auto Funding LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of April 1, 2020, by and among CARMAX AUTO OWNER TRUST 2020-2, a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).
OMNIBUS AMENDMENT TO SPECIFIED SALE AND SERVICING AGREEMENTSOmnibus Amendment to Specified Sale and Servicing Agreements • August 2nd, 2023 • Carmax Auto Funding LLC • Asset-backed securities
THIS OMNIBUS AMENDMENT TO SPECIFIED SALE AND SERVICING AGREEMENTS (this “Amendment”) is made as of August 2, 2023 among the trusts listed on the signature pages hereto, each a Delaware statutory trust (the “Trusts”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company (the “Depositor”), and CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“CarMax”), as servicer (in such capacity, the “Servicer”).
ASSET REPRESENTATIONS REVIEW AGREEMENT CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], as Issuer, [CARMAX [AUTO OWNER][SELECT RECEIVABLES] GRANTOR TRUST 20[__]-[__]], [as Grantor Trust,] and CARMAX BUSINESS SERVICES, LLC, as Servicer, and...Asset Representations Review Agreement • July 25th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of the [__] day of [__], 20[__], by and among CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], a Delaware statutory trust (the “Issuer”), [CARMAX [AUTO OWNER][SELECT RECEIVABLES] GRANTOR TRUST 20[__]-[__], a Delaware statutory trust (the “Grantor Trust”),] CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (the “Servicer”), and [____], a [___] (the “Asset Representations Reviewer”).
CARMAX AUTO OWNER TRUST 2025-3, as Issuer, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Indenture Trustee INDENTURE Dated as of July 1, 2025 $287,170,000 4.474% Class A-1 Asset-backed Notes $385,133,000 4.42% Class A-2a Asset-backed Notes...Indenture • July 17th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
INDENTURE, dated as of July 1, 2025 (as amended, supplemented or otherwise modified and in effect from time to time, this “Indenture”), between CARMAX AUTO OWNER TRUST 2025-3, a Delaware statutory trust (the “Issuer”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).
CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[__]-[__], AS ISSUER, AND CARMAX [AUTO OWNER][SELECT RECEIVABLES] GRANTOR TRUST 20[__]-[__], AS GRANTOR TRUST RECEIVABLES CONTRIBUTION AGREEMENT DATED AS OF [________], 20[__]Receivables Contribution Agreement • July 25th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • New York
This Receivables Contribution Agreement, dated as of [_______], 20[___], is between CarMax [Auto Owner][Select Receivables] Trust 20[___]-[___], a Delaware statutory trust (the “Issuer”), and CarMax [Auto Owner][Select Receivables] Grantor Trust 20[___]-[___], a Delaware statutory trust (“Grantor Trust”).
CARMAX AUTO OWNER TRUST 2003-2, as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, and CARMAX AUTO SUPERSTORES, INC., as ServicerSale and Servicing Agreement • November 6th, 2003 • Carmax Auto Funding LLC • Asset-backed securities • New York
CARMAX [AUTO OWNER][SELECT RECEIVABLES TRUST] 20[___]-[___], as Grantor Trust Seller, and as Grantor Trust Trustee AMENDED AND RESTATED GRANTOR TRUST AGREEMENT Dated as of [________], 20[___]Grantor Trust Agreement • June 10th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED GRANTOR TRUST AGREEMENT, dated as of [________], 20[___] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement” or this “Grantor Trust Agreement”), between CARMAX [AUTO OWNER][SELECT RECEIVABLES] TRUST 20[___]-[___], a Delaware statutory trust, as the Grantor Trust Seller (the “Grantor Trust Seller”), and [___________], a national banking association, as grantor trust trustee and not in its individual capacity (in such capacity, the “Grantor Trust Trustee”).
CARMAX AUTO FUNDING LLC, as Depositor, and as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of [________], 20[__]Trust Agreement • July 25th, 2025 • Carmax Auto Funding LLC • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of [________], 20[__] (as amended, supplemented or otherwise modified and in effect from time to time, this “Trust Agreement”), between CARMAX AUTO FUNDING LLC, a Delaware limited liability company, as depositor (the “Depositor”), and [________________________________], a [_________], as owner trustee and not in its individual capacity (in such capacity, the “Owner Trustee”).