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 20, 2023 SERIES 2023-7Verizon Master Trust • November 14th, 2023 • Asset-backed securities • New York
INDENTURE, dated as of November 20, 2023 (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 2023-7 Secured Parties (in such capacity, the “Indenture Trustee”) and as note paying agent (in such capacity, the “Note Paying Agent”).
FORM OF SERIES 2023-7 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 20, 2023Control Agreement • November 14th, 2023 • Verizon Master Trust • Asset-backed securities • New York
This SERIES 2023-7 ACCOUNT CONTROL AGREEMENT, dated as of November 20, 2023 (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 $575,480,000 SERIES 2023-7 ASSET BACKED NOTES UNDERWRITING AGREEMENTUnderwriting Agreement • November 14th, 2023 • Verizon Master Trust • Asset-backed securities • New York
AMENDED AND RESTATED ASSET REPRESENTATIONS REVIEW AGREEMENT among VERIZON MASTER TRUST, as Trust CELLCO PARTNERSHIP d/b/a VERIZON WIRELESS, as Servicer and PENTALPHA SURVEILLANCE LLC, as Asset Representations Reviewer Dated as of August 11, 2022Asset Representations Review Agreement • November 14th, 2023 • Verizon Master Trust • Asset-backed securities • New York
This AMENDED AND RESTATED ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of August 11, 2022 (this “Agreement”), among VERIZON MASTER TRUST, a Delaware statutory trust, as issuer (the “Trust”), CELLCO PARTNERSHIP d/b/a VERIZON WIRELESS, a Delaware general partnership (“Cellco”), as servicer (the “Servicer”), and PENTALPHA SURVEILLANCE LLC, a Delaware limited liability company, as asset representations reviewer (the “Asset Representations Reviewer”), fully amends and restates, as of the date hereof, that certain Asset Representations Review Agreement, dated as of May 25, 2021, among the Trust, the Servicer and the Asset Representations Reviewer.
