Sf-3-a Sample Contracts

MORTGAGE LOAN PURCHASE AGREEMENT
Mortgage Loan Purchase Agreement • October 24th, 2018 • UBS Commercial Mortgage Securitization Corp. • Asset-backed securities • New York

This Mortgage Loan Purchase Agreement (this “Agreement”), is dated and effective as of [DATE], between [MORTGAGE LOAN SELLER], as seller (in such capacity, together with its successors and permitted assigns hereunder, the “Mortgage Loan Seller” or “Seller”), and UBS Commercial Mortgage Securitization Corp., as purchaser (in such capacity, together with its successors and permitted assigns hereunder, the “Purchaser”).

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FORM OF SALE AND SERVICING AGREEMENT by and among USAA AUTO OWNER TRUST 20[ ]-[ ], as Issuer USAA ACCEPTANCE, LLC, as Seller USAA FEDERAL SAVINGS BANK, as Servicer and as Indenture Trustee Dated as of [ ], 20[ ]
Sale and Servicing Agreement • May 10th, 2022 • Usaa Acceptance LLC • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of [ ], 20[ ] (together with all exhibits, schedules and appendices hereto and as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”), by and among USAA AUTO OWNER TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), USAA ACCEPTANCE, LLC, a Delaware limited liability company, as seller (the “Seller”), USAA FEDERAL SAVINGS BANK, a federally chartered savings association (the “Bank”), as servicer (in such capacity, the “Servicer”), and [ ], a [ ], as indenture trustee (the “Indenture Trustee”).

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JOHN DEERE OWNER TRUST 20[ ] TRUST AGREEMENT between JOHN DEERE RECEIVABLES LLC Depositor and Owner Trustee Dated as of [ ], 20[ ]
Trust Agreement • January 14th, 2019 • John Deere Receivables LLC • Asset-backed securities • Delaware

TRUST AGREEMENT, dated as of [ ], 20[ ], between John Deere Receivables LLC, a Nevada limited liability company, as Depositor, and [ ], a [ ], as Owner Trustee.

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ADMINISTRATION AGREEMENT among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 20[ ]-[ ], as Issuer VW CREDIT, INC., as Administrator and as Indenture Trustee Dated as of [ ]
Administration Agreement • July 1st, 2016 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of [ ], is between VOLKSWAGEN AUTO LOAN ENHANCED TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), VW CREDIT, INC., a Delaware corporation, as administrator (“VCI” or in its capacity as administrator, the “Administrator”), and [ ], a national banking association, 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 “Sale and Servicing Agreement”) by and among Volkswagen Auto Lease/Loan Underwritten Funding, LLC, as seller, the Issuer, VCI, as servicer, and the Indenture Trustee.

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AMENDED AND RESTATED TRUST AGREEMENT among HYUNDAI ABS FUNDING, LLC, as Depositor [ ], as Owner Trustee and HYUNDAI CAPITAL AMERICA, as Administrator Dated as of [ ], 20[__]
Trust Agreement • January 24th, 2022 • Hyundai Abs Funding LLC • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of [_____], 20[__] (this “Agreement”), is among HYUNDAI ABS FUNDING, LLC, a Delaware limited liability company, as depositor (the “Depositor”), [_____], a [_____], acting hereunder not in its individual capacity but solely as owner trustee (the “Owner Trustee”), and HYUNDAI CAPITAL AMERICA, a California corporation, as administrator (the “Administrator”).

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as Indenture Trustee
Indenture • August 2nd, 2016 • Daimler Retail Receivables LLC • Asset-backed securities • New York

This INDENTURE, dated as of ________ __, 20__ (as amended, restated, supplemented or otherwise modified from time to time, this “Indenture”), is between Mercedes-Benz Auto Receivables Trust 20__-_, MERCEDES-BENZ AUTO RECEIVABLES TRUST 20__-__, a Delaware statutory trust (the “Issuer”), and _____________________, a national banking association, not in its individual capacity but solely as trustee (the “Indenture Trustee”).

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PURCHASE AGREEMENT dated as of [ ], 20[ ] between SANTANDER CONSUMER USA INC., as Seller and SANTANDER DRIVE AUTO RECEIVABLES LLC, as Purchaser
Purchase Agreement • November 18th, 2015 • Santander Drive Auto Receivables LLC • Asset-backed securities • New York

THIS PURCHASE AGREEMENT is made and entered into as of [ ], 20[ ] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”) by SANTANDER CONSUMER USA INC., an Illinois corporation (“Santander Consumer”), and SANTANDER DRIVE AUTO RECEIVABLES LLC, a Delaware limited liability company (the “Purchaser”).

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SANTANDER DRIVE AUTO RECEIVABLES TRUST 20[ ]-[ ] AMENDED AND RESTATED TRUST AGREEMENT between SANTANDER DRIVE AUTO RECEIVABLES LLC, as the Seller and as the Owner Trustee Dated as of [ ], 20[ ]
Trust Agreement • November 18th, 2015 • Santander Drive Auto Receivables LLC • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT is made as of [ ], 20[ ] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement” or this “Trust Agreement”) between SANTANDER DRIVE AUTO RECEIVABLES LLC, a Delaware limited liability company, as the Seller (the “Seller”), and [ ], a [ ], as the owner trustee (“[ ]” and in such capacity the “Owner Trustee”).

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3650 REIT COMMERCIAL MORTGAGE SECURITIES II LLC, PURCHASER
Mortgage Loan Purchase Agreement • December 13th, 2021 • 3650 REIT Commercial Mortgage Securities II LLC • Asset-backed securities • New York
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CARMAX AUTO FUNDING LLC, as Depositor, and as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of [ ], 20[ ]
Trust Agreement • December 1st, 2015 • 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 “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”).

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ADMINISTRATION AGREEMENT AMONG ALLY AUTO RECEIVABLES TRUST 20 - , ISSUING ENTITY, ALLY BANK, ADMINISTRATOR AND INDENTURE TRUSTEE DATED AS OF [ ], 20[ ]
Administration Agreement • March 25th, 2022 • Ally Auto Assets LLC • Asset-backed securities • New York

ADMINISTRATION AGREEMENT, dated as of [ ], 20[ ], is among ALLY AUTO RECEIVABLES TRUST 20[ ]-[ ], a Delaware statutory trust, as issuer (the “Issuing Entity”), ALLY BANK, a Utah chartered bank, as administrator (“Ally Bank” or the “Administrator”), and [NAME OF INDENTURE TRUSTEE], a [ ], not in its individual capacity but solely as indenture trustee (the “Indenture Trustee”).

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CARMAX AUTO OWNER TRUST 20[ ]-[ ], as Issuer, CARMAX BUSINESS SERVICES, LLC, as Administrator, and as Indenture Trustee ADMINISTRATION AGREEMENT Dated as of [ ], 20[ ]
Administration Agreement • December 1st, 2015 • Carmax Auto Funding LLC • Asset-backed securities • New York

ADMINISTRATION AGREEMENT, dated as of [ ], 20[ ] (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among CARMAX AUTO OWNER TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (in such capacity, the “Administrator”), and [ ], a [ ], not in its individual capacity but solely as indenture trustee (in such capacity, the “Indenture Trustee”).

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CUSTODIAN AGREEMENT BETWEEN ALLY BANK, CUSTODIAN AND ALLY AUTO ASSETS LLC, DEPOSITOR DATED AS OF [ ], 20[ ]
Custodian Agreement • March 25th, 2022 • Ally Auto Assets LLC • Asset-backed securities • New York

This CUSTODIAN AGREEMENT, dated as of [ ], 20[ ], is made between ALLY BANK, a Utah chartered bank, as custodian (“Ally Bank” or the “Custodian”), and ALLY AUTO ASSETS LLC, a Delaware limited liability company, as depositor (the “Depositor”).

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HONDA AUTO RECEIVABLES 20[_]-[_] OWNER TRUST, as Issuer, AMERICAN HONDA FINANCE CORPORATION, as Sponsor and Administrator, AMERICAN HONDA RECEIVABLES LLC, as Depositor, and [_______], as Indenture Trustee FORM OF ADMINISTRATION AGREEMENT Dated [_______]
Administration Agreement • December 16th, 2021 • American Honda Receivables LLC • Asset-backed securities • New York

This Administration Agreement, dated [______] (this “Agreement”), is among Honda Auto Receivables 20[_]-[_] Owner Trust, as issuer (the “Issuer”), American Honda Finance Corporation (“AHFC”), as sponsor (in such capacity, the “Sponsor”) and administrator (in such capacity, the “Administrator”), American Honda Receivables LLC (“AHR”), as depositor (in such capacity, the “Depositor”), and [_______], as indenture trustee (the “Indenture Trustee”).

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INDENTURE between WORLD OMNI [SELECT] AUTO [RECEIVABLES] TRUST 20[___]-[___], as Issuing Entity and [___] as Indenture Trustee Dated as of [___], 20[___]
Indenture • January 18th, 2019 • World Omni Auto Receivables LLC • Asset-backed securities • New York
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HONDA AUTO RECEIVABLES 20[_]-[_] OWNER TRUST, as Issuer, AMERICAN HONDA RECEIVABLES LLC, as Seller, and AMERICAN HONDA FINANCE CORPORATION, as Servicer, RPA Seller and Sponsor FORM OF SALE AND SERVICING AGREEMENT Dated [ ]
Sale and Servicing Agreement • December 16th, 2021 • American Honda Receivables LLC • Asset-backed securities • New York

The assessment of compliance to be delivered by the Servicer, shall address, at a minimum, the criteria identified as below as “Applicable Servicing Criteria”:

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ADMINISTRATION AGREEMENT among WORLD OMNI [SELECT] AUTO [RECEIVABLES] TRUST 20[___]-[___] as Issuing Entity, WORLD OMNI FINANCIAL CORP., as Administrator, WORLD OMNI AUTO RECEIVABLES LLC, as Depositor, and as Indenture Trustee Dated as of [___],...
Administration Agreement • January 18th, 2019 • World Omni Auto Receivables LLC • Asset-backed securities

This ADMINISTRATION AGREEMENT, dated as of [___], 20[___] (as amended from time to time, this “Agreement”), is among WORLD OMNI [SELECT] AUTO [RECEIVABLES] TRUST 20[___]-[___], a Delaware statutory trust (the “Issuing Entity”), WORLD OMNI FINANCIAL CORP. (“World Omni” or in its capacity as administrator, the “Administrator”), WORLD OMNI AUTO RECEIVABLES LLC (the “Depositor”) and [___], as Indenture Trustee (the “Indenture Trustee”).

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INDENTURE between FORD CREDIT AUTO OWNER TRUST 20 - , as Issuer and as Indenture Trustee Dated as of , 20
Indenture • August 30th, 2018 • Ford Credit Auto Receivables Two LLC • Asset-backed securities • New York

INDENTURE, dated as of , 20 (this “Indenture”), between FORD CREDIT AUTO OWNER TRUST 20 - , a Delaware statutory trust, as Issuer, and , a , as Indenture Trustee for the benefit of the Secured Parties.

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SEQUOIA RESIDENTIAL FUNDING, INC. Depositor Master Servicer Securities Administrator Trustee and Asset Representations Reviewer POOLING AND SERVICING AGREEMENT dated as of __________ __, 20__ SEQUOIA MORTGAGE TRUST 20__-_
Pooling and Servicing Agreement • April 6th, 2017 • Sequoia Residential Funding Inc • Asset-backed securities • New York
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ADMINISTRATION AGREEMENT
Administration Agreement • December 18th, 2015 • Toyota Auto Finance Receivables LLC • Asset-backed securities • New York

ADMINISTRATION AGREEMENT, dated as of [_______], 20[__] (this “Agreement”), among TOYOTA AUTO RECEIVABLES 20[__]-[_] OWNER TRUST, a Delaware statutory trust (the “Issuer”), TOYOTA MOTOR CREDIT CORPORATION, a California corporation, as administrator (the “Administrator”), and [________], a [________], not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”).

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ALLY AUTO RECEIVABLES TRUST 20 - [$[ ] Asset Backed Notes, Class A-1] $[ ] Asset Backed Notes, Class A-2a $[ ] Asset Backed Notes, Class A-2b $[ ] Asset Backed Notes, Class A-3 $[ ] Asset Backed Notes, Class A-4 [$[ ] Asset Backed Notes, Class B] [$[...
Underwriting Agreement • March 25th, 2022 • Ally Auto Assets LLC • Asset-backed securities • New York

Ally Auto Receivables Trust 20 - (the “Trust”) will issue to Ally Auto Assets LLC, a Delaware limited liability company (the “Depositor”), $[ ] aggregate principal balance of Class A-1 Asset Backed Notes (the “Class A-1 Notes”), $[ ] aggregate principal balance of Class A-2 Asset Backed Notes (the “Class A-2a Notes”), $[ ] aggregate principal balance of Class A-2 Asset Backed Notes (the “Class A-2b Notes” and together with the Class A-2a Notes, the “Class A-2 Notes”), $[ ] aggregate principal balance of Class A-3 Asset Backed Notes (the “Class A-3 Notes”), $[ ] aggregate principal balance of Class A-4 Asset Backed Notes (the “Class A-4 Notes” and, together with the Class A-1 Notes, the Class A-2 Notes and the Class A-3 Notes, the “Class A Notes”), $[ ] aggregate principal balance of Class B Asset Backed Notes (the “Class B Notes”), $[ ] aggregate principal balance of Class C Asset Backed Notes (the “Class C Notes”), $[ ] aggregate principal balance of Class D Asset Backed Notes (the “C

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CARMAX AUTO OWNER TRUST 20[ ]-[ ], as Issuer, CARMAX AUTO FUNDING LLC, as Depositor, [and] CARMAX BUSINESS SERVICES, LLC, as Servicer [and] [as Backup Servicer] SALE AND SERVICING AGREEMENT Dated as of [ ], 20[ ]
Sale and Servicing Agreement • December 21st, 2015 • 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 TRUST 20[ ]-[ ], 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”), [and [ ], a [ ], as backup servicer (in such capacity, the “Backup Servicer”)].

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SERVICING AGREEMENT AMONG ALLY BANK ALLY AUTO ASSETS LLC AND ALLY AUTO RECEIVABLES TRUST 20 - DATED AS OF [ ], 20[ ]
Servicing Agreement • March 25th, 2022 • Ally Auto Assets LLC • Asset-backed securities • New York

THIS SERVICING AGREEMENT, dated as of [ ], 20[ ], is among ALLY BANK, a Utah chartered bank (“Ally Bank” which, in its capacity as servicer under this Agreement, is referred to as the “Servicer”), ALLY AUTO ASSETS LLC, a Delaware limited liability company (the “Depositor”), and ALLY AUTO RECEIVABLES TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuing Entity”).

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AMERICAN HONDA RECEIVABLES LLC, as Depositor, [_______], as Owner Trustee and [___________], as Delaware Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated [_______]
Trust Agreement • December 16th, 2021 • American Honda Receivables LLC • Asset-backed securities • Delaware

This Amended and Restated Trust Agreement (the “Agreement”), dated [_____] is among American Honda Receivables LLC, a Delaware limited liability company, as depositor (the “Depositor”), [_______], as owner trustee (the “Owner Trustee”), and [________], as Delaware trustee (the “Delaware Trustee”);

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LIMITED LIABILITY COMPANY AGREEMENT OF WF CARD FUNDING, LLC
Limited Liability Company Agreement • May 11th, 2021 • WF Card Issuance Trust • Asset-backed securities • Delaware

This Limited Liability Company Agreement of WF Card Funding, LLC (this “Agreement”), is made by Wells Fargo Bank, National Association, a national banking association (“WFBNA”), as the sole Member, and the Board of Directors. Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A attached hereto.

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CHASE ISSUANCE TRUST (Issuing Entity) CHASE BANK USA, NATIONAL ASSOCIATION (Sponsor, Servicer and Administrator) CHASE CARD FUNDING LLC (Depositor, Transferor and Beneficiary) UNDERWRITING AGREEMENT (Standard Terms)
Terms Agreement • January 14th, 2016 • Chase Issuance Trust • Asset-backed securities • New York
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ASSET REPRESENTATIONS REVIEW AGREEMENT among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 20 - , Issuer AMERICREDIT FINANCIAL SERVICES, INC., Servicer and Asset Representations Reviewer Dated as of , 20
Asset Representations Review Agreement • February 28th, 2022 • Afs Sensub Corp. • Asset-backed securities • New York

ASSET REPRESENTATIONS REVIEW AGREEMENT dated as of , 20 (this “Agreement”), among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 20 - , a Delaware statutory trust (the “Issuer”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (“AmeriCredit”), in its capacity as Servicer (in such capacity, the “Servicer”) and [ASSET REPRESENTATIONS REVIEWER], [entity type], as Asset Representations Reviewer (the “Asset Representations Reviewer”).

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CARMAX BUSINESS SERVICES, LLC, as Seller, and CARMAX AUTO FUNDING LLC, as Purchaser RECEIVABLES PURCHASE AGREEMENT Dated as of [ ], 20[ ]
Receivables Purchase Agreement • December 1st, 2015 • 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”).

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RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • December 18th, 2015 • World Omni Auto Receivables LLC • Asset-backed securities • New York
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TRUST SALE AGREEMENT BETWEEN ALLY AUTO ASSETS LLC DEPOSITOR AND ALLY AUTO RECEIVABLES TRUST 20 - ISSUING ENTITY DATED AS OF [ ], 20[ ]
Trust Sale Agreement • March 25th, 2022 • Ally Auto Assets LLC • Asset-backed securities • New York

THIS TRUST SALE AGREEMENT is made as of [ ], 20[ ] between ALLY AUTO ASSETS LLC, a Delaware limited liability company (the “Depositor”), and ALLY AUTO RECEIVABLES TRUST 20[ ]-[ ], a Delaware statutory trust (the “Issuing Entity”).

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AMERICAN HONDA FINANCE CORPORATION, as RPA Seller, and AMERICAN HONDA RECEIVABLES LLC, as Purchaser FORM OF RECEIVABLES PURCHASE AGREEMENT Dated [_____]
Receivables Purchase Agreement • December 16th, 2021 • American Honda Receivables LLC • Asset-backed securities • New York

This Receivables Purchase Agreement (the “Agreement”), dated [______], is between American Honda Finance Corporation, a California corporation, as seller (the “RPA Seller”), and American Honda Receivables LLC, a Delaware limited liability company, as purchaser (the “Purchaser”).

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OWNER TRUST ADMINISTRATION AGREEMENT among HYUNDAI AUTO RECEIVABLES TRUST 20[__]-[ ], as Issuer, HYUNDAI CAPITAL AMERICA, as Administrator, and [ ], as Indenture Trustee Dated as of [ ], 20[__]
Owner Trust Administration Agreement • January 24th, 2022 • Hyundai Abs Funding LLC • Asset-backed securities • New York
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SALE AND SERVICING AGREEMENT among NISSAN AUTO RECEIVABLES 20[ ]-[ ] OWNER TRUST, as Issuer, NISSAN AUTO RECEIVABLES CORPORATION II, as Seller, NISSAN MOTOR ACCEPTANCE CORPORATION, as Servicer, and as Indenture Trustee Dated as of [ ]
Sale and Servicing Agreement • January 12th, 2016 • Nissan Auto Receivables Corp Ii • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of [ ] (this “Agreement”), among NISSAN AUTO RECEIVABLES 20[ ]-[ ] OWNER TRUST, a Delaware statutory trust (the “Issuer”), NISSAN AUTO RECEIVABLES CORPORATION II, a Delaware corporation (the “Seller”), NISSAN MOTOR ACCEPTANCE CORPORATION, a California corporation in its individual capacity (in such capacity, “NMAC”) and as Servicer (in such capacity, the “Servicer”) and [ ], a [ ], as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein without definition shall have the respective meanings assigned to such terms in Article I.

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ADMINISTRATION AGREEMENT between FORD CREDIT AUTO OWNER TRUST 20 - , as Issuer, and FORD MOTOR CREDIT COMPANY LLC, as Administrator Dated as of , 20
Administration Agreement • September 7th, 2021 • Ford Credit Auto Receivables Two LLC • Asset-backed securities • New York

ADMINISTRATION AGREEMENT, dated as of , 20 (this “Agreement”), between FORD CREDIT AUTO OWNER TRUST 20 - , a Delaware statutory trust, as Issuer, and FORD MOTOR CREDIT COMPANY LLC, a Delaware limited liability company, as Administrator.

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GMF LEASING LLC as Depositor, and [OWNER TRUSTEE] as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT OF GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - Dated as of , 20
Trust Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of , 20 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between GMF Leasing LLC, a Delaware limited liability company, as depositor (the “Depositor”), and [Owner Trustee], a [entity type] (in its individual capacity, together with its successors, assigns, the “Trust Company”), as trustee (in such capacity, the “Owner Trustee”).

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