Capital One Auto Finance Trust 2007-C Sample Contracts

CAPITAL ONE AUTO FINANCE TRUST 2007-C AMENDED AND RESTATED TRUST AGREEMENT between CAPITAL ONE AUTO RECEIVABLES, LLC, as the Depositor and WILMINGTON TRUST COMPANY, as the Owner Trustee Dated as of October 11, 2007
Trust Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT is made as of October 11, 2007 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) between CAPITAL ONE AUTO RECEIVABLES, LLC, a Delaware limited liability company, as the depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as the owner trustee (the “Owner Trustee”).

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ADMINISTRATION AGREEMENT between CAPITAL ONE AUTO FINANCE TRUST 2007-C, as Issuer, CAPITAL ONE AUTO FINANCE, INC., as Administrator and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee Dated as of October 11, 2007
Administration Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • New York

THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of October 11, 2007, is between CAPITAL ONE AUTO FINANCE TRUST 2007-C, a Delaware statutory trust (the “Issuer”), CAPITAL ONE AUTO FINANCE, INC., a Texas corporation, as administrator (“COAF” or the “Administrator”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a banking corporation organized under the laws of the state of New York, as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of the date hereof (the “Sale and Servicing Agreement”) by and between Capital One Auto Receivables, LLC, as seller, the Issuer, the Administrator, as servicer, and the Indenture Trustee.

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PURCHASE AGREEMENT dated as of October 11, 2007 between CAPITAL ONE AUTO FINANCE, INC. and CAPITAL ONE AUTO RECEIVABLES, LLC, as Purchaser
Purchase Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • New York
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FINANCIAL GUARANTY INSURANCE COMPANY, as Note Insurer CAPITAL ONE AUTO FINANCE, INC., individually and as Servicer CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller CAPITAL ONE AUTO FINANCE TRUST 2007-C, as Issuer and DEUTSCHE BANK TRUST COMPANY AMERICAS,...
Insurance Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • New York

This INSURANCE AGREEMENT (this “Insurance Agreement”) is dated as of October 11, 2007 by and among FINANCIAL GUARANTY INSURANCE COMPANY (the “Note Insurer”), CAPITAL ONE AUTO FINANCE, INC., in its individual capacity (“COAF”) and as the Servicer (the “Servicer”), , CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller (the “Seller”), CAPITAL ONE AUTO FINANCE TRUST 2007-C, as Issuer (the “Issuer”) and DEUTSCHE BANK TRUST COMPANY AMERICAS, in its capacity as indenture trustee (the “Indenture Trustee”).

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CAPITAL ONE AUTO FINANCE, INC. CAPITAL ONE AUTO RECEIVABLES, LLC Capital One Auto Finance Trust 2007-C UNDERWRITING AGREEMENT
Underwriting Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • New York
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SALE AND SERVICING AGREEMENT by and between CAPITAL ONE AUTO FINANCE TRUST 2007-C, as Issuer CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller CAPITAL ONE AUTO FINANCE, INC., as Servicer and DEUTSCHE BANK TRUST COMPANY AMERICAS as Indenture Trustee Dated...
Sale and Servicing Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of October 11, 2007 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and between CAPITAL ONE AUTO FINANCE TRUST 2007-C, a Delaware statutory trust (the “Issuer”), CAPITAL ONE AUTO RECEIVABLES, LLC, a Delaware limited liability company, as seller (the “Seller”), CAPITAL ONE AUTO FINANCE, INC., a Texas corporation (“COAF”), as servicer (in such capacity, the “Servicer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a banking corporation organized under the laws of the state of New York, as indenture trustee (the “Indenture Trustee”).

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CAPITAL ONE AUTO FINANCE TRUST 2007-C ASSET BACKED NOTES TERMS AGREEMENT
Terms Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities
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SCHEDULE to the MASTER AGREEMENT dated as of October 11, 2007 between Barclays Bank PLC (“Party A”) and Capital One Auto Finance Trust 2007-C (“Party B”)
Master Agreement • October 15th, 2007 • Capital One Auto Finance Trust 2007-C • Asset-backed securities • New York

Reference is made to (i) that certain Indenture dated as of October 11, 2007 (the “Indenture”) between Party B as the Issuer thereunder and Deutsche Bank Trust Company Americas, as Indenture Trustee and (ii) that certain Financial Guaranty Insurance Policy for Swap Agreement issued on October 11, 2007, (the “Swap Policy”) by Financial Guaranty Insurance Company (the “Insurer”), for the account of Party B, as principal, and for the benefit of Party A, as beneficiary. Capitalized terms used but not defined in this Agreement or this Schedule will have the meanings ascribed to them in the Sale and Servicing Agreement identified in the Indenture.

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