Common use of Execution, Authentication and Delivery Clause in Contracts

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2024-D Owner Trust), Indenture (Toyota Auto Receivables 2024-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000444,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000420,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000210,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000484,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 148,240,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00043,760,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2017-D Owner Trust), Indenture (Toyota Auto Receivables 2017-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000[_______], the Class A‑2a A-2 Notes for original issue in an the aggregate principal amount of $265,000,000[_______], the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an the aggregate principal amount of $597,500,000[_______], the Class A-4 Notes for original issue in an the aggregate principal amount of $97,250,000 [_______] and the Class B Notes for original issue in an the aggregate principal amount of $43,750,000[_______]. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Chrysler Financial Co LLC), Indenture (Daimlerchrysler Services North America LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Order Request authenticate and deliver the each Class A‑1 of Notes for original issue in an aggregate initial principal amount equal to the Initial Note Principal Balance or Initial Notional Amount, as applicable, for such Class of $349,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount Each of the Class A‑1 Notes, Notes shall be dated the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05date of its authentication. The Class A A-1 Notes and Class A-2 Notes shall be issuable as registered Notes in book-entry form and the Notes shall be issuable in the minimum denominations initial Note Principal Balances of $1,000 25,000 and in integral multiples of $1,000 1 in excess thereof. Each Note The Class X Notes shall be dated issuable as registered Notes in physical form and the date Notes shall be issuable in the minimum initial Notional Amount of its authentication$25,000 and in integral multiples of $1 in excess thereof. The Class M, Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Notes shall be issuable as registered Notes in physical form and the Notes shall be issuable in the minimum initial Note Principal Balances of $25,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee Securities Administrator by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-5), Indenture (Bear Stearns Arm Trust, Mortgage-Backed Notes, Series 2005-5)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000326,700,000, the Class A‑2a A‑2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000550,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000550,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 133,300,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00040,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2023-a Owner Trust), Indenture Agreement (Toyota Auto Receivables 2023-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an the following aggregate principal amount amounts: (i) $232,580,000 of Class A-1 Notes, (ii) $349,000,000315,320,000 of Class A-2A Notes, the (iii) $175,000,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2B Notes, (iv) $490,320,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $78,880,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2A Notes, the Class A‑2b A-2B Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2025-A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2025-A), Indenture (Mercedes-Benz Auto Lease Trust 2025-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000186,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000160,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000160,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000354,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 107,600,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00020,730,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000355,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000120,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000280,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000360,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 103,750,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00031,250,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2015-B Owner Trust), Indenture (Toyota Auto Receivables 2015-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000356,800,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000273,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000263,900,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 72,922,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00034,022,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof1,000. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2011-a Owner Trust), Indenture (Toyota Auto Receivables 2011-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000195,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000363,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000390,600,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 100,020,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00033,030,000 and Class C Notes for original issue in an aggregate principal amount of $16,520,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2021-A), Indenture (World Omni Auto Receivables Trust 2021-A)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000231,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000548,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000485,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 125,310,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00048,190,000, the Class C Notes for original issue in an aggregate principal amount of $38,400,000 and the Class D Notes for original issue in an aggregate principal amount of $24,100,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000184,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000271,560,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000110,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000130,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00041,000,000, Class C Notes for original issue in an aggregate principal amount of $56,370,000, Class D Notes for original issue in an aggregate principal amount of $61,030,000 and Class E Notes for original issue in an aggregate principal amount of $18,630,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 B Notes, Class C Notes, Class D Notes and the Class B E Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Retained Notes shall be issuable in the minimum denominations of $250,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Select Auto Trust 2023-A), Indenture (World Omni Select Auto Trust 2023-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order Request authenticate and deliver the Class A‑1 A Notes, the Mezzanine Notes, the Class B-1 Notes and the Class B-2 Notes for original issue in an aggregate initial principal amount of $349,000,000173,000,000. The Class A-1 Notes shall be issued in an aggregate initial Note Balance of $49,000,000, the Class A‑2a A-2 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00042,300,000, the Class A-3 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $597,500,00016,100,000, the Class A-4 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $97,250,000 21,600,000, the Class M-1 Notes shall be issued in an aggregate initial Note Balance of $19,000,000, the Class M-2 Notes shall be issued in an aggregate initial Note Balance of $11,000,000, the Class B-1 Notes shall be issued in an aggregate initial Note Balance of $10,000,000, and the Class B B-2 Notes for original issue shall be issued in an aggregate principal amount initial Note Balance of $43,750,0004,000,000. The aggregate principal amount Each of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes and the Notes shall be issuable in the minimum initial Note Balances of $25,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Origen Residential Securities, Inc.), Indenture (Origen Manufactured Housing Contract Trust 2004-B)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000258,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000343,400,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000378,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 112,280,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00034,560,000, the Class C Notes for original issue in an aggregate principal amount of $31,360,000 and the Class D Notes for original issue in an aggregate principal amount of $22,400,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000390,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000367,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000220,634,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000454,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 128,366,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00040,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2018-B Owner Trust), Indenture Agreement (Toyota Auto Receivables 2018-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000200,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000387,400,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000387,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 121,600,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00034,530,000 and Class C Notes for original issue in an aggregate principal amount of $17,270,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2021-D), Indenture (World Omni Auto Receivables Trust 2021-D)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000393,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000468,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000467,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 134,590,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00037,500,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2012-a Owner Trust), Indenture (Toyota Auto Receivables 2012-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000456,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000328,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000268,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000522,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 132,260,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00043,740,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2017-B Owner Trust), Indenture (Toyota Auto Receivables 2017-B Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000241,500,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000315,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000142,400,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000457,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 91,430,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00023,520,000, the Class C Notes for original issue in an aggregate principal amount of $15,680,000, and the Class D Notes for original issue in an aggregate principal amount of $13,070,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (CarMax Auto Owner Trust 2025-4), Indenture (CarMax Auto Owner Trust 2025-4)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000149,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000235,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000235,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 109,676,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00015,609,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables LLC)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000296,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000506,670,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000606,670,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 143,290,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00027,190,000, the Class C Notes for original issue in an aggregate principal amount of $47,370,000 and the Class D Notes for original issue in an aggregate principal amount of $22,810,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000, the Class A‑2a A-1 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b A-2 Notes for original issue in an aggregate principal amount of $397,500,000437,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000437,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 133,100,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00024,700,000, and Class C Notes for original issue in an aggregate principal amount $41,170,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.052.06. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof. Each thereof (except for one Note shall of each class which may be dated the date issued in a denomination other than an integral multiple of its authentication$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2021-B), Indenture (Hyundai Auto Receivables Trust 2021-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000161,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000272,800,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000272,800,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 71,720,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00024,520,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2018-B), Indenture (World Omni Auto Receivables Trust 2018-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $220,000,000 of Class A-1 Notes, (ii) $349,000,000407,000,000 of Class A-2 Notes, the Class A‑2a Notes for original issue in an aggregate principal amount (iii) $315,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (iv) $95,160,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2016-B Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2016-B), Indenture (Mercedes-Benz Auto Lease Trust 2016-B)

Execution, Authentication and Delivery. The Notes shall be executed by the Owner Trustee on behalf of the Issuer Issuing Entity by any of its the Issuing Entity’s Authorized Officers. The signature of any such Authorized Officer of the Issuing Entity on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon Issuer Order receipt of an Issuing Entity Order, authenticate and deliver the Class A‑1 Notes for original issue in an the following aggregate principal amount amounts of the Notes: (i) $349,000,00096,000,000 of Class A-1 Notes, the (ii) $288,290,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2 Notes, (iii) $288,290,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (iv) $107,390,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount and (v) $36,000,000 of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding Outstanding at any time may not exceed such respective amounts amounts, except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.5. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note, one Class A-4 Note and one Class B Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance, the Initial Class A-4 Note Balance and the Initial Class B Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Leasing LLC), Indenture (World Omni LT)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000243,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000427,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000428,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 130,500,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00025,950,000, the Class C Notes for original issue in an aggregate principal amount of $22,100,000 and the Class D Notes for original issue in an aggregate principal amount of $23,450,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. . (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000214,300,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000174,260,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000260,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000434,260,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 87,890,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00036,870,000 and Class C Notes for original issue in an aggregate principal amount of $18,440,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2024-A), Indenture (World Omni Auto Receivables Trust 2024-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000186,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000369,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000326,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 89,060,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00030,560,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000253,700,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000420,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000420,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 99,870,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00023,180,000, and Class C Notes for original issue in an aggregate principal amount $38,630,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.052.06. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof. Each thereof (except for one Note shall of each class which may be dated the date issued in a denomination other than an integral multiple of its authentication$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Hyundai Auto Receivables Trust 2020-C), Indenture (Hyundai Auto Receivables Trust 2020-C)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at on the date of such Notes. . (b) The Indenture Trustee shall shall, upon receipt of an Issuer Order Order, authenticate and deliver the Class A‑1 Notes for original issue in an the following aggregate principal amount amounts of Notes: (i) $349,000,00069,300,000 of Class A-1 Notes, the (ii) $110,000,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2 Notes, (iii) $100,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (iv) $93,963,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount Notes, (v) $29,684,000 of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount and (vi) $16,842,000 of $43,750,000Class C Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Notes, Class B Notes and Class C Notes, as the case may be, outstanding at any time may not exceed such the respective amounts set forth above with respect to such Classes of Notes, except as otherwise provided in Section 2.05. (c) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof. Each thereof (except that on the Closing Date one Note shall of each Class may be dated the date issued in a denomination other than an integral multiple of its authentication. $1,000). (d) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (California Republic Auto Receivables Trust 2017-1), Indenture (California Republic Auto Receivables Trust 2017-1)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000190,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000309,800,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000257,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 127,670,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00018,940,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of the Class A-1 Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2012-A), Indenture (World Omni Auto Receivables Trust 2012-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000241,400,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000309,760,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000110,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000419,760,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 89,300,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00036,760,000 and Class C Notes for original issue in an aggregate principal amount of $18,380,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2025-A), Indenture (World Omni Auto Receivables Trust 2025-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000260,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000360,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, 354,000,000 and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000106,810,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 25,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual 3 (Nissan 2015-C Indenture) or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2015-C Owner Trust), Indenture (Nissan Auto Receivables 2015-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000192,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000324,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000324,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 75,480,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00026,010,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2016-B), Indenture (World Omni Auto Receivables Trust 2016-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000454,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000654,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000106,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000486,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 152,100,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00047,500,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2018-C Owner Trust), Indenture (Toyota Auto Receivables 2018-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000270,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000200,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000290,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, 410,000,000 and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000132,710,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 25,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual 3 (Nissan 2015-B Indenture) or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000278,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000392,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00075,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000394,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 112,630,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00037,990,000, the Class C Notes for original issue in an aggregate principal amount of $34,600,000 and the Class D Notes for original issue in an aggregate principal amount of $25,780,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000276,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000472,790,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000364,380,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 108,530,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00034,750,000, the Class C Notes for original issue in an aggregate principal amount of $34,750,000 and the Class D Notes for original issue in an aggregate principal amount of $33,800,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000305,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000135,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000315,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, 400,000,000 and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00095,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2024-B Owner Trust), Indenture (Nissan Auto Receivables 2024-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $355,000,000 of Class A-1 Notes, (ii) $349,000,000493,000,000 of Class A-2 Notes, the Class A‑2a Notes for original issue in an aggregate principal amount (iii) $463,100,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (iv) $77,900,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2023-A Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2023-A), Indenture (Mercedes-Benz Auto Lease Trust 2023-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee Securities Administrator shall upon Issuer Order Request authenticate and deliver the each Class A‑1 of Notes for original issue in an aggregate initial principal amount equal to the Initial Note Principal Balance or Initial Notional Amount, as applicable, for such Class of $349,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount Each of the Class A‑1 Notes, Notes shall be dated the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05date of its authentication. The Class A A-1, Class A-2, Class A-3 and Class A-4 Notes shall be issuable as registered Notes in book-entry form and the Notes shall be issuable in the minimum denominations initial Note Principal Balances of $1,000 100,000 and in integral multiples of $1,000 1 in excess thereof. Each Note The Class X Notes shall be dated issuable as registered Notes in physical form and the date Notes shall be issuable in the minimum initial Notional Amount of its authentication$100,000 and in integral multiples of $1 in excess thereof. The Class B-1, Class B-2, Class B-3, Class B-4, Class B-5 and Class B-6 Notes shall be issuable as registered Notes in physical form and the Notes shall be issuable in the minimum initial Note Principal Balances or Notional Amounts, as applicable, of $100,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee Securities Administrator by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Bear Stearns ARM Trust 2006-1), Indenture (Bear Stearns ARM Trust 2006-1)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon an Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in (i) an aggregate principal amount of $349,000,000, 162,400,000 with respect to the Class A‑2a Notes for original issue in an aggregate principal amount of A-1 Notes, $265,000,000, 82,000,000 with respect to the Class A-2b Notes for original issue in an aggregate principal amount of A-2 Notes, $397,500,000, 113,000,000 with respect to the Class A-3 Notes for original issue in an aggregate principal amount of Notes, $597,500,000, 105,000,000 with respect to the Class A-4 Notes for original issue in an aggregate principal amount of Notes, $97,250,000 and 94,000,000 with respect to the Class A-5 Notes, $30,200,000 with respect to the Class B Notes for original issue in Notes, and $31,400,000 with respect to the Class C Notes, and (ii) an aggregate principal amount Notional Amount of $43,750,00094,000,000 with respect to the Class A-IO Notes. The As of any date of determination, the Notional Amount of the Class A-IO Notes shall equal the aggregate principal amount of the Class A‑1 A-5 Notes; provided, however after March 25, 2010, the Class A-2a Notes, Notional Amount of the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A A-IO Notes shall be issuable as registered Notes in minimum denominations of equal $1,000 and integral multiples of $1,000 in excess thereof0. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in minimum denominations (or in the case of the Class A-IO Notes, minimum Notional Amounts) of $50,000 and in integral multiples of $1 in excess thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (National Collegiate Student Loan Trust 2005-2), Indenture

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000297,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000453,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00070,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000468,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 104,970,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00042,210,000, the Class C Notes for original issue in an aggregate principal amount of $35,430,000 and the Class D Notes for original issue in an aggregate principal amount of $29,390,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000216,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000280,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000133,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000234,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 125,000,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00021,160,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2015-B), Indenture (World Omni Auto Receivables Trust 2015-B)

Execution, Authentication and Delivery. The Notes Bonds shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes Bonds may be manual or facsimile. Notes Bonds bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes Bonds or did not hold such offices at the date of such NotesBonds. The Indenture Trustee shall upon Issuer Order Request authenticate and deliver the Class A‑1 Notes A-1, Class M-1, Class M-2 and Class B Bonds for original issue in an aggregate initial principal amount of $349,000,000, the 199,003,831. The Class A‑2a Notes for original issue A-1 Bonds shall be issued in an aggregate initial principal amount of $265,000,000174,503,831, the Class A-2b Notes for original issue M-1 Bonds shall be issued in an aggregate initial principal amount of $397,500,0009,500,000, the Class A-3 Notes for original issue M-2 Bonds shall be issued in an aggregate initial principal amount of $597,500,000, 8,000,000 and the Class A-4 Notes for original issue B Bonds shall be issued in an aggregate initial principal amount of $97,250,000 and the 7,000,000. The Class B Notes for original issue A-IO Bonds shall be issued in an aggregate principal initial notional amount of $43,750,00025,000,000. The aggregate principal amount Each of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note Bonds shall be dated the date of its authentication. The Bonds shall be issuable as registered Bonds and the Bonds shall be issuable in the minimum initial Bond Principal Balances or Notional Amounts of $25,000 and in integral multiples of $1 in excess thereof. No Note Bond shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note Bond a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note Bond shall be conclusive evidence, and the only evidence, that such Note Bond has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Imh Assets Corp Impac CMB Trust Series 2002 9f), Indenture (Imh Assets Corp Impac CMB Trust Series 2002 9f)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000300,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000315,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000214,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000467,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 90,740,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00040,560,000, the Class C Notes for original issue in an aggregate principal amount of $42,090,000, and the Class D Notes for original issue in an aggregate principal amount of $30,610,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000305,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000405,026,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000189,474,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000527,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 133,000,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00040,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2023-C Owner Trust), Indenture (Toyota Auto Receivables 2023-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000225,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000272,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00075,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000347,500,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00080,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000244,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000385,010,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000385,010,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 100,230,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00035,090,000 and Class C Notes for original issue in an aggregate principal amount of $17,550,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2021-C), Indenture (World Omni Auto Receivables Trust 2021-C)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000352,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000219,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000219,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000376,000,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00083,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2023-B Indenture)

Appears in 2 contracts

Sources: Indenture (NISSAN AUTO RECEIVABLES Co II LLC), Indenture (NISSAN AUTO RECEIVABLES Co II LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000219,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000330,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, 351,000,000 and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000100,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 25,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (Nissan 2014-A Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2014-a Owner Trust), Indenture (Nissan Auto Receivables 2014-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000263,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000306,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000306,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 100,000,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00025,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2013-B Owner Trust), Indenture (Toyota Auto Receivables 2013-B Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000354,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000261,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000111,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000396,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 96,750,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00031,250,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2016-C Owner Trust), Indenture Agreement (Toyota Auto Receivables 2016-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $392,000,000 of Class A-1 Notes, (ii) $349,000,000400,000,000 of Class A-2A Notes, the (iii) $400,000,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2B Notes, (iv) $575,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $247,770,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2A Notes, the Class A‑2b A-2B Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2015-A Closing Date, one Class A-1 Note, one Class A-2A Note, one Class A-2B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2A Note Balance, the Initial Class A-2B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2015-A), Indenture (Mercedes-Benz Auto Lease Trust 2015-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000208,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000340,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000340,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 83,100,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00030,580,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2018-A), Indenture (World Omni Auto Receivables Trust 2018-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000200,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000310,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000360,000,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00080,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2018-C Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2018-C Owner Trust), Indenture (Nissan Auto Receivables 2018-C Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at on the date of such Notes. . (b) The Indenture Trustee shall shall, upon receipt of an Issuer Order Order, authenticate and deliver the Class A‑1 Notes for original issue in an the following aggregate principal amount amounts of Notes: (i) $349,000,00075,000,000 of Class A-1 Notes, the (ii) $103,000,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2 Notes, (iii) $106,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (iv) $18,618,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount Notes, (v) $32,721,000 of $97,250,000 and the Class B Notes, (vi) $38,973,000 of Class C Notes for original issue in an aggregate principal amount and (vii) $25,010,000 of $43,750,000Class D Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 A‑4 Notes, Class B Notes, Class C Notes and Class D Notes, as the Class B Notes case may be, outstanding at any time may not exceed such the respective amounts set forth above with respect to such Classes of Notes, except as otherwise provided in Section 2.05. (c) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof. Each thereof (except that on the Closing Date one Note shall of each Class may be dated the date issued in a denomination other than an integral multiple of its authentication. $1,000). (d) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (California Republic Auto Receivables Trust 2018-1), Indenture (California Republic Auto Receivables Trust 2018-1)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000171,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000268,940,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the 268,940,000 Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 81,820,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00024,900,000 and Class C Notes for original issue in an aggregate principal amount of $12,450,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Notes, Class B and Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables Trust 2019-B)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000245,510,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000275,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000205,700,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000456,420,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 96,430,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00036,350,000, the Class C Notes for original issue in an aggregate principal amount of $33,500,000, and the Class D Notes for original issue in an aggregate principal amount of $46,850,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon receipt of an Issuer Order Order, authenticate and deliver the Class A‑1 Notes for original issue in an the Classes and aggregate principal amount of $349,000,000, the amounts as set forth below: Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000, the A-1 $ ,000 Class A-2a $ ,000 Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the $ ,000 Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the $ ,000 Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the $ ,000 Class B Notes for original issue in an aggregate principal amount of $43,750,000. $ ,000 Class C $ ,000 Class D $ ,000 The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 such Classes of Notes and the Class B Notes outstanding Outstanding at any time may not exceed such respective amounts amounts, except as otherwise provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall initially be issuable as registered Notes in denominations of $1,000 and multiples thereof. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed provided for herein by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Harley-Davidson Customer Funding Corp.), Indenture (Harley-Davidson Customer Funding Corp.)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officersthe Owner Trustee, as provided in the Trust Agreement. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon receipt of an Issuer Order Order, authenticate and deliver the Class A‑1 Notes for original issue Notes in an aggregate principal the amount of $349,000,000the Initial Class A-1 Note Balance, the Initial Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000A-2 Note Balance, the Initial Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000A-3 Note Balance, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the Initial Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 Note Balance and the Initial Class B Notes for original issue in an aggregate principal amount of $43,750,000Note Balance. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts amounts, except as otherwise provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples of $1,000 in excess thereof, except that one Note of each Class may be issued in a different denomination. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included provided for in Exhibit A-1, Exhibit A-2 or Exhibit A-3, the forms of Notes attached as applicable, exhibits to this Indenture executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Uacsc Auto Trusts), Indenture (Bay View Securitization Corp)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000412,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000378,950,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000273,450,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000656,100,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 132,000,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00047,500,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2025-a Owner Trust), Indenture Agreement (Toyota Auto Receivables 2025-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $393,000,000 of Class A-1 Notes, (ii) $349,000,000405,000,000 of Class A-2-A Notes, the (iii) $405,000,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2-B Notes, (iv) $564,290,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (v) $220,000,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2-A Notes, the Class A‑2b A-2-B Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2014-A Closing Date, one Class A-1 Note, one Class A-2-A Note, one Class A-2-B Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2-A Note Balance, the Initial Class A-2-B Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2014-A), Indenture (Mercedes-Benz Auto Lease Trust 2014-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000217,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000230,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000153,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000297,200,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 99,500,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00031,390,000 and Class C Notes for original issue in an aggregate principal amount of $15,740,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, and Class A-4 Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class B Notes and Class C Notes shall be issuable in the minimum denominations of $250,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2023-B), Indenture (World Omni Auto Receivables Trust 2023-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000162,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000352,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000401,000,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00085,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2020-A Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2020-a Owner Trust), Indenture (Nissan Auto Receivables 2020-a Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000277,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000412,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000493,900,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 107,910,000 the Class B Notes for original issue in an aggregate principal amount of $43,750,00042,170,000, the Class C Notes for original issue in an aggregate principal amount of $39,910,000 and the Class D Notes for original issue in an aggregate principal amount of $27,110,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 [A-1] Notes for original issue in an aggregate principal amount of $349,000,000[__________], the Class A‑2a [A-2] Notes for original issue in an aggregate principal amount of $265,000,000[__________], the Class A-2b [A-3] Notes for original issue in an aggregate principal amount of $397,500,000, [__________] and the Class A-3 [A-4] Notes for original issue in an aggregate principal amount of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000[__________]. The aggregate principal amount of the Class A‑1 [A-1] Notes, the Class A-2a [A-2] Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 [A-3] Notes and the Class B [A-4] Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 1,000; [provided, however, that any Retained Notes retained by the Sponsor or the Seller or conveyed to any of their respective Affiliates shall be issued as Definitive Notes and integral multiples the holder of $1,000 such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture, except as otherwise specified in excess thereofthe Basic Documents]. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicableA, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Finance Receivables LLC), Indenture (Toyota Auto Finance Receivables LLC)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000281,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000359,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000100,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000429,120,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 101,640,000 the Class B Notes for original issue in an aggregate principal amount of $43,750,00038,320,000, the Class C Notes for original issue in an aggregate principal amount of $32,160,000 and the Class D Notes for original issue in an aggregate principal amount of $23,260,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000275,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000371,250,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00060,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000431,250,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000112,500,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2019-C Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2019-C Owner Trust), Indenture (Nissan Auto Receivables 2019-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000135,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000215,250,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00070,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000190,180,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00036,710,000, Class C Notes for original issue in an aggregate principal amount of $57,050,000, Class D Notes for original issue in an aggregate principal amount of $39,900,000 and Class E Notes for original issue in an aggregate principal amount of $29,920,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 B Notes, Class C Notes, Class D Notes and the Class B E Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class B Notes and Class C Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Retained Notes shall be issuable in the minimum denominations of $250,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Select Auto Trust 2024-A), Indenture (World Omni Select Auto Trust 2024-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000300,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000227,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000225,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000402,500,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00095,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (NISSAN AUTO RECEIVABLES Co II LLC), Indenture (NISSAN AUTO RECEIVABLES Co II LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000194,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000305,780,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000305,780,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 79,150,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00027,870,000 and Class C Notes for original issue in an aggregate principal amount of $13,930,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2022-A), Indenture (World Omni Auto Receivables Trust 2022-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000303,000,000, the Class A‑2a A‑2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000450,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000360,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 105,800,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00031,200,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2018-D Owner Trust), Indenture (Toyota Auto Receivables 2018-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000250,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000410,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00080,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the 360,000,000 and Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000150,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.052.06. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof. Each thereof (except for one Note shall of each class which may be dated the date issued in a denomination other than an integral multiple of its authentication$1,000). No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (BMW Vehicle Owner Trust 2018-A), Indenture (BMW Vehicle Owner Trust 2018-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000245,900,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000233,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000185,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000418,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 81,810,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00036,510,000 and Class C Notes for original issue in an aggregate principal amount of $18,300,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.052.06. Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in the minimum denominations denomination of $1,000 and integral multiples of $1,000 in excess thereof. Each Note , and any Retained Notes shall be dated issuable in the date minimum denominations of its authentication$2,000,000 and integral multiples of $1,000 in excess thereof; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile electronic signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2025-C), Indenture (World Omni Auto Receivables Trust 2025-C)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000441,000,000, the Class A‑2a A‑2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000622,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000508,200,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 135,000,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00043,800,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2020-a Owner Trust), Indenture (Toyota Auto Receivables 2020-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000252,100,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000382,100,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000304,000,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000261,890,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 25,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes retained by NARC II or NMAC or conveyed to an Affiliate of NARC II or NMAC shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2011-a Owner Trust), Indenture (Nissan Auto Receivables 2011-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000220,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000210,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000175,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000305,000,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00090,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 25,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2016-A Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables 2016-a Owner Trust), Indenture (Nissan Auto Receivables 2016-a Owner Trust)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000283,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000354,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000120,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000460,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 107,900,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00041,700,000, the Class C Notes for original issue in an aggregate principal amount of $33,900,000 and the Class D Notes for original issue in an aggregate principal amount of $29,500,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000169,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000231,800,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000281,800,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 76,830,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00025,500,000 and Class C Notes for original issue in an aggregate principal amount of $12,750,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2020-B), Indenture (World Omni Auto Receivables Trust 2020-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000225,500,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000200,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000266,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000403,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 61,570,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00036,320,000 and Class C Notes for original issue in an aggregate principal amount of $18,160,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2024-C), Indenture (World Omni Auto Receivables Trust 2024-C)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000343,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000463,060,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000468,060,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 126,430,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00043,650,000, the Class C Notes for original issue in an aggregate principal amount of $38,980,000 and the Class D Notes for original issue in an aggregate principal amount of $21,820,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000225,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000346,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000129,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000426,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 94,750,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00034,700,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2017-A), Indenture (World Omni Auto Receivables Trust 2017-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000351,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000179,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000179,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000401,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 107,750,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00031,250,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2016-a Owner Trust), Indenture (Toyota Auto Receivables 2016-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $289,000,000 of Class A-1 Notes, (ii) $349,000,000570,000,000 of Class A-2 Notes, the Class A‑2a Notes for original issue in an aggregate principal amount (iii) $520,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (iv) $135,100,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2020-A Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2020-A), Indenture (Mercedes-Benz Auto Lease Trust 2020-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000139,600,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000181,200,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000125,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000274,400,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 76,910,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00025,110,000 and Class C Notes for original issue in an aggregate principal amount of $12,560,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2020-A), Indenture (World Omni Auto Receivables Trust 2020-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000118,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000125,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000125,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000229,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 52,030,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00011,650,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables LLC), Indenture (World Omni Auto Receivables Trust 2017-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000383,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000358,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000258,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000616,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 91,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2024-C Owner Trust), Indenture (Toyota Auto Receivables 2024-C Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000211,000,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000348,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000, the 347,000,000 Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 82,950,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00031,150,000 and Class C Notes for original issue in an aggregate principal amount of $15,570,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Notes, Class B and Class C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and in integral multiples thereof; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2019-A), Indenture (World Omni Auto Receivables Trust 2019-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000216,100,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000221,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000154,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000316,300,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 84,000,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00031,200,000 and Class C Notes for original issue in an aggregate principal amount of $15,650,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, and Class A-4 Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class B Notes and Class C Notes shall be issuable in the minimum denominations of $250,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2023-C), Indenture (World Omni Auto Receivables Trust 2023-C)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue the Notes in an the following aggregate principal amount amounts: (i) $265,000,000 of Class A-1 Notes, (ii) $349,000,000479,000,000 of Class A-2 Notes, the Class A‑2a Notes for original issue in an aggregate principal amount (iii) $479,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount and (iv) $94,110,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Notes and Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the 2019-A Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note and one Class A-4 Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance and the Initial Class A-4 Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Mercedes-Benz Auto Lease Trust 2019-A), Indenture (Mercedes-Benz Auto Lease Trust 2019-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000326,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000298,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000298,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000534,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 104,000,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00040,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a A‑2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2022-D Owner Trust), Indenture (Toyota Auto Receivables 2022-D Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000216,550,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000258,240,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000110,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000279,880,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 97,610,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00030,230,000 and Class C Notes for original issue in an aggregate principal amount of $15,120,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, Class A-4 Notes and Class B Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000, and the Class C Notes shall be issuable in the minimum denominations of $250,000 and integral multiples of $1,000; provided further, that the minimum amounts of any Retained Notes shall also be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2023-A), Indenture (World Omni Auto Receivables Trust 2023-A)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000254,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000420,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00050,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000470,000,000, and the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000106,000,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B A-4 Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and any integral multiples multiple of $1,000 in excess thereof; provided that any Retained Notes shall be issued as Definitive Notes and the holder of such Retained Notes shall be a Note Owner and a Noteholder for all purposes of this Indenture. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3A, as applicablethe case may be, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.. 3 (NAROT 2020-B Indenture)

Appears in 2 contracts

Sources: Indenture (Nissan Auto Receivables Corp Ii), Indenture (Nissan Auto Receivables Corp Ii)

Execution, Authentication and Delivery. (a) The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature signatures of any such Authorized Officer of the Issuer on the Notes may be manual or facsimile. . (b) Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that whether any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the on such date of such Notes. authentication or date of delivery. (c) The Indenture Trustee shall shall, upon Issuer Order Order, authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000223,000,000, the Class A‑2a A-2a Notes for original issue in an aggregate principal amount of $265,000,000258,385,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,00065,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000388,134,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and 106,731,000, the Class B Notes for original issue in an aggregate principal amount of $43,750,00037,600,000, the Class C Notes for original issue in an aggregate principal amount of $31,820,000 and the Class D Notes for original issue in an aggregate principal amount of $39,330,000. The aggregate principal amount amounts of the Class A‑1 A-1 Notes, the Class A-2a Notes, the Class A‑2b A-2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes, Class C Notes and the Class B D Notes outstanding at any time may not exceed such those respective amounts except as provided in Section 2.052.6. (d) Each Note shall be dated the date of its authentication. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 5,000 and in integral multiples of $1,000 in excess thereof. Each Note ; provided, that the minimum amounts of any Retained Notes shall be dated subject to the date of its authentication. restrictions set forth in Section 2.15. (e) No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Carmax Auto Funding LLC), Indenture (Carmax Auto Funding LLC)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order Request authenticate and deliver the Class A‑1 Term Notes for original issue in an aggregate initial principal amount of $349,000,000, the Class A‑2a 540,206,000 and Variable Pay Revolving Notes for original issue in an aggregate initial principal amount of $265,000,0002,714,603. The Class A-1 Notes, the Class A-2b A-2 Notes for original issue in and the Class A-3 Notes shall have an aggregate initial principal amount of $397,500,000210,000,000, $158,000,000 and $172,206,000, respectively. Each Note shall be dated the Class A-3 Notes for original issue in an aggregate principal amount date of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000its authentication. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Term Notes shall be issuable as registered Book-Entry Notes and the Variable Pay Revolving Notes shall be issued as Definitive Notes, and each of the Notes shall be issuable in minimum denominations of $1,000 25,000 and integral multiples of $1,000 in excess thereof. Each Note Class of the Variable Pay Revolving Notes shall be dated issued as a single note. Each Class of Variable Pay Revolving Note issued pursuant to Section 2.03 shall be issued with an initial Note Balance equal to the date outstanding Note Balance of its authenticationthe related Class of Term Notes as of the related Targeted Final Payment Date. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Residential Funding Mortgage Securities Ii Inc), Indenture (Residential Asset Mortgage Products Inc)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer Issuing Entity by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer receipt of an Issuing Entity Order authenticate and deliver the Class A‑1 A-1 Notes for original issue in an aggregate principal amount of $349,000,000180,500,000, the Class A‑2a A-2 Notes for original issue in an aggregate principal amount of $265,000,000368,090,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000368,080,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 and the 96,650,000, Class B Notes for original issue in an aggregate principal amount of $43,750,00031,920,000 and Class C Notes for original issue in an aggregate principal amount of $15,960,000. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes, Class B Notes and the Class B C Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.06. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered Notes in the minimum denomination of $1,000 and integral multiples of $1,000; provided, that the minimum amounts of any Retained Notes shall be subject to the restrictions set forth in Section 2.04. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni Auto Receivables Trust 2021-B), Indenture (World Omni Auto Receivables Trust 2021-B)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000345,000,000, the Class A‑2a Notes for original issue in an aggregate principal amount of $265,000,000157,500,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000472,500,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000630,000,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 101,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2024-a Owner Trust), Indenture (Toyota Auto Receivables 2024-a Owner Trust)

Execution, Authentication and Delivery. The Notes shall be executed by the Owner Trustee on behalf of the Issuer Issuing Entity by any of its the Issuing Entity’s Authorized Officers. The signature of any such Authorized Officer of the Issuing Entity on the Notes may be manual or by facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer Issuing Entity shall bind the IssuerIssuing Entity, notwithstanding that any such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall shall, upon Issuer Order receipt of an Issuing Entity Order, authenticate and deliver the Class A‑1 Notes for original issue in an the following aggregate principal amount amounts of the Notes: (i) $349,000,000100,000,000 of Class A-1 Notes, the (ii) $326,000,000 of Class A‑2a Notes for original issue in an aggregate principal amount A-2 Notes, (iii) $266,000,000 of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000, the Class A-3 Notes for original issue in an aggregate principal amount Notes, (iv) $91,500,000 of $597,500,000, the Class A-4 Notes for original issue in an aggregate principal amount and (v) $36,300,000 of $97,250,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,000Notes. The aggregate principal amount of the Class A‑1 A-1 Notes, the Class A-2a A-2 Notes, the Class A‑2b Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding Outstanding at any time may not exceed such respective amounts amounts, except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof2.5. Each Note shall be dated the date of its authentication. The Notes shall be issuable as registered notes in book-entry form in minimum denominations of $1,000 and in integral multiples of $1,000 in excess thereof; provided, however, that on the Closing Date, one Class A-1 Note, one Class A-2 Note, one Class A-3 Note, one Class A-4 Note and one Class B Note may be issued in a denomination that includes any remaining portion of the Initial Class A-1 Note Balance, the Initial Class A-2 Note Balance, the Initial A-3 Note Balance, the Initial Class A-4 Note Balance and the Initial Class B Note Balance, respectively. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, purpose unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1, Exhibit A-2 or Exhibit A-3, as applicable, provided for herein executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatoriesAuthorized Officers, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (World Omni LT), Indenture (World Omni LT)

Execution, Authentication and Delivery. The Notes shall be executed on behalf of the Issuer by any of its Authorized Officers. The signature of any such Authorized Officer on the Notes may be manual or facsimile. Notes bearing the manual or facsimile signature of individuals who were at any time Authorized Officers of the Issuer shall bind the Issuer, notwithstanding that such individuals or any of them have ceased to hold such offices prior to the authentication and delivery of such Notes or did not hold such offices at the date of such Notes. The Indenture Trustee shall upon Issuer Order authenticate and deliver the Class A‑1 Notes for original issue in an aggregate principal amount of $349,000,000240,000,000, the Class A‑2a A‑2 Notes for original issue in an aggregate principal amount of $265,000,000, the Class A-2b Notes for original issue in an aggregate principal amount of $397,500,000450,000,000, the Class A-3 Notes for original issue in an aggregate principal amount of $597,500,000393,040,000, the Class A-4 Notes for original issue in an aggregate principal amount of $97,250,000 86,960,000 and the Class B Notes for original issue in an aggregate principal amount of $43,750,00030,000,000. The aggregate principal amount of the Class A‑1 Notes, the Class A-2a Notes, the Class A‑2b A‑2 Notes, the Class A-3 Notes, the Class A-4 Notes and the Class B Notes outstanding at any time may not exceed such respective amounts except as provided in Section 2.05. The Class A Notes shall be issuable as registered Notes in minimum denominations of $1,000 and integral multiples of $1,000 in excess thereof. Each Note shall be dated the date of its authentication. No Note shall be entitled to any benefit under this Indenture or be valid or obligatory for any purpose, unless there appears on such Note a certificate of authentication substantially in the form included in Exhibit A-1▇-▇, Exhibit A-2 ▇▇▇▇▇▇▇ ▇-▇ or Exhibit A-3, as applicable, executed by the Indenture Trustee by the manual or facsimile signature of one of its authorized signatories, and such certificate upon any Note shall be conclusive evidence, and the only evidence, that such Note has been duly authenticated and delivered hereunder.

Appears in 2 contracts

Sources: Indenture (Toyota Auto Receivables 2020-B Owner Trust), Indenture (Toyota Auto Receivables 2020-B Owner Trust)