Exeter Automobile Receivables Trust 2025-2 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT (Holding Trust) between EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2 Seller and WILMINGTON TRUST COMPANY Owner Trustee Dated as of March 2, 2025
Trust Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 2, 2025, between EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of November 22, 2024 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

CONTRIBUTION AGREEMENT between EXETER HOLDINGS TRUST 2025-2 Transferee and EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2 Transferor Dated as of March 2, 2025
Contribution Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities • New York

THIS CONTRIBUTION AGREEMENT, dated as of March 2, 2025, is executed between Exeter Holdings Trust 2025-2, a Delaware statutory trust, as Transferee (“Transferee”) and Exeter Automobile Receivables Trust 2025-2, a Delaware statutory trust, as Transferor (“Transferor”).

CUSTODIAN AGREEMENT among EXETER FINANCE LLC, as Custodian, EXETER FINANCE LLC, as Servicer, and CITIBANK, N.A., as Indenture Trustee Dated as of March 2, 2025
Custodian Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities

THIS CUSTODIAN AGREEMENT, dated as of March 2, 2025, is made with respect to the issuance of Notes and Certificates by Exeter Automobile Receivables Trust 2025-2 (the “Issuer”), and is among EXETER FINANCE LLC, as custodian (in such capacity, the “Custodian”), EXETER FINANCE LLC, as servicer (in such capacity, the “Servicer”), and CITIBANK, N.A., a national banking association, as indenture trustee (in such capacity, the “Indenture Trustee”). Capitalized terms used herein which are not defined herein shall have the meanings set forth in the Sale and Servicing Agreement (as hereinafter defined).

PURCHASE AGREEMENT between EFCAR, LLC Purchaser and EXETER FINANCE LLC Seller Dated as of March 2, 2025
Purchase Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities • New York

THIS PURCHASE AGREEMENT, dated as of March 2, 2025, executed between EFCAR, LLC, a Delaware limited liability company, as purchaser (“Purchaser”) and Exeter Finance LLC, a Delaware limited liability company, as Seller (“Seller”).

AMENDED AND RESTATED TRUST AGREEMENT (Issuer) between EFCAR, LLC Seller and WILMINGTON TRUST COMPANY Owner Trustee Dated as of March 2, 2025
Trust Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 2, 2025, between EFCAR, LLC, a Delaware limited liability company, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of November 22, 2024, between the Seller and the Owner Trustee.

SALE AND SERVICING AGREEMENT among EXETER HOLDINGS TRUST 2025-2, Holding Trust, EFCAR, LLC, Seller, EXETER FINANCE LLC, Servicer, EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2, Issuer, and CITIBANK, N.A., Indenture Trustee and Backup Servicer Dated as of...
Sale and Servicing Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT dated as of March 2, 2025, among EXETER HOLDINGS TRUST 2025-2, a Delaware statutory trust (the “Holding Trust”), EFCAR, LLC, a Delaware limited liability company (the “Seller”), EXETER FINANCE LLC, a Delaware limited liability company (the “Servicer”), EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2, a Delaware statutory trust (“Issuer”), and CITIBANK, N.A., a national banking association, in its capacity as Indenture Trustee and as Backup Servicer.

ASSET REPRESENTATIONS REVIEW AGREEMENT among EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2, Issuer, EXETER FINANCE LLC, Servicer, and CLAYTON FIXED INCOME SERVICES LLC, Asset Representations Reviewer Dated as of March 2, 2025
Asset Representations Review Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities • New York

This ASSET REPRESENTATIONS REVIEW AGREEMENT is made and entered into as of March 2, 2025 (this “Agreement”), among EXETER AUTOMOBILE RECEIVABLES TRUST 2025-2, a Delaware statutory trust (the “Issuer”), EXETER FINANCE LLC, a Delaware limited liability company (“Exeter”), in its capacity as servicer (in such capacity, the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).

ACCESSION AGREEMENT
Accession Agreement • March 26th, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities

This is an Accession Agreement and is being entered into pursuant to the Agreement. Each undersigned Other Party hereby: (i) acknowledges and confirms that it has received a copy of the Agreement, (ii) agrees to be bound by the terms and conditions of the Agreement as if it were an original signatory thereto, (iii) acknowledges that it only has and will only have at any time rights to Remittances in respect of the Receivables that are owned by or pledged at such time to such Other Party pursuant to a Transaction Document under the related Transaction described in (A) below:

FORM OF ACCESSION AGREEMENT
Accession Agreement • March 21st, 2025 • Exeter Automobile Receivables Trust 2025-2 • Asset-backed securities

This is an Accession Agreement and is being entered into pursuant to the Agreement. Each undersigned Other Party hereby: (i) acknowledges and confirms that it has received a copy of the Agreement, (ii) agrees to be bound by the terms and conditions of the Agreement as if it were an original signatory thereto, (iii) acknowledges that it only has and will only have at any time rights to Remittances in respect of the Receivables that are owned by or pledged at such time to such Other Party pursuant to a Transaction Document under the related Transaction described in (A) below: