0000929638-22-001714 Sample Contracts

FORM OF INDENTURE between VERIZON MASTER TRUST, as Trust and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Indenture Trustee and Note Paying Agent Dated as of November 23, 2022 SERIES 2022-7
Verizon Master Trust • November 21st, 2022 • Asset-backed securities • New York

INDENTURE, dated as of November 23, 2022 (this “Indenture”), between VERIZON MASTER TRUST, a Delaware statutory trust, as issuer (the “Trust”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as indenture trustee for the benefit of the Series 2022-7 Secured Parties (in such capacity, the “Indenture Trustee”) and as note paying agent (in such capacity, the “Note Paying Agent”).

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FORM OF SERIES 2022-7 ACCOUNT CONTROL AGREEMENT among VERIZON MASTER TRUST, as Grantor U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Secured Party and U.S. BANK NATIONAL ASSOCIATION, as Financial Institution Dated as of November 23, 2022
Account Control Agreement • November 21st, 2022 • Verizon Master Trust • Asset-backed securities • New York

This SERIES 2022-7 ACCOUNT CONTROL AGREEMENT, dated as of November 23, 2022 (this “Agreement”), is among VERIZON MASTER TRUST, a Delaware statutory trust, as grantor (the “Grantor”), U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee for the benefit of the Noteholders (in this capacity, the “Secured Party”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, in its capacity as both a “securities intermediary” as defined in Section 8-102 of the UCC and a “bank” as defined in Section 9-102 of the UCC (in these capacities, the “Financial Institution”).

VERIZON MASTER TRUST $931,880,000 SERIES 2022-7 ASSET BACKED NOTES UNDERWRITING AGREEMENT
Verizon Master Trust • November 21st, 2022 • Verizon Master Trust • Asset-backed securities • New York
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