CARMAX AUTO FUNDING LLC

EX-99.1 · d128690dex991.htm

EX-99.1
 10
 d128690dex991.htm
 EX-99.1

 Exhibit 99.1

 CARMAX SELECT RECEIVABLES TRUST 2026-B,

 as Issuer,
 CARMAX SELECT
RECEIVABLES GRANTOR TRUST 2026-B,
 as Grantor Trust,

 CARMAX AUTO FUNDING LLC,
 as
Depositor,
 and
 CARMAX
BUSINESS SERVICES, LLC,
 as Servicer

 SALE AND SERVICING AGREEMENT

 Dated as of June 1, 2026

 TABLE OF CONTENTS

 Page

 ARTICLE I DEFINITIONS

 1

 1.1

 Definitions and Other Definitional Provisions

 1

 ARTICLE II TRUST PROPERTY

 2

 2.1

 Conveyance of Trust Property

 2

 2.2

 Representations and Warranties from Receivables Purchase Agreement

 3

 2.3

 Representations and Warranties of the Depositor as to the Receivables and the Pool of Receivables

 4

 2.4

 Repurchase by Depositor upon Breach; Dispute Resolution

 6

 2.5

 Custody of Receivable Files

 10

 2.6

 Duties of Servicer as Custodian

 11

 2.7

 Instructions; Authority to Act

 12

 2.8

 Indemnification by the Custodian

 12

 2.9

 Effective Period and Termination

 12

 ARTICLE III ADMINISTRATION AND SERVICING OF RECEIVABLES AND OTHER TRUST
PROPERTY

 13

 3.1

 Duties of Servicer

 13

 3.2

 Collection and Allocation of Receivable Payments

 14

 3.3

 Realization upon Receivables

 15

 3.4

 Physical Damage Insurance

 15

 3.5

 Maintenance of Security Interests in Financed Vehicles

 15

 3.6

 Amendment of Receivable Terms

 15

 3.7

 Purchase by Servicer upon Breach

 16

 3.8

 Servicing Compensation and Reimbursement

 16

 3.9

 Monthly Servicer’s Certificate

 17

 3.10

 Annual Servicing Report; Annual Compliance Statement; Notice of Event of Servicing Termination

 17

 3.11

 Annual Public Accounting Firm Report

 18

 3.12

 Access to Certain Documentation and Information Regarding Receivables

 18

 3.13

 Reports to the Commission

 19

 3.14

 Reports to Rating Agencies

 19

 3.15

 Communications Between Noteholders

 19

 i

 ARTICLE IV DISTRIBUTIONS; RESERVE ACCOUNT; STATEMENTS TO NOTEHOLDERS AND
CERTIFICATEHOLDERS

 19

 4.1

 Accounts

 19

 4.2

 Collections

 22

 4.3

 Application of Collections

 22

 4.4

 Simple Interest Advances and Unreimbursed Servicer Advances

 23

 4.5

 Additional Deposits

 23

 4.6

 Determination Date Calculations; Application of Available Funds

 23

 4.7

 Reserve Account

 25

 4.8

 Net Deposits

 27

 4.9

 Statements to Noteholders and Certificateholders

 27

 4.10

 Control of Securities Accounts

 29

 ARTICLE V [RESERVED]

 29

 ARTICLE VI THE DEPOSITOR

 29

 6.1

 Representations and Warranties of Depositor

 29

 6.2

 Liability of Depositor; Indemnities

 31

 6.3

 Merger or Consolidation of, or Assumption of the Obligations of, Depositor

 32

 6.4

 Limitation on Liability of Depositor and Others

 33

 6.5

 Depositor May Own Notes or Certificates

 33

 6.6

 Covenant With Respect To the Asset Representations Reviewer

 33

 6.7

 Certain Limitations

 33

 ARTICLE VII THE SERVICER

 35

 7.1

 Representations and Warranties of Servicer

 35

 7.2

 Liability of Servicer; Indemnities

 36

 7.3

 Merger or Consolidation of, or Assumption of the Obligations of, Servicer

 38

 7.4

 Limitation on Liability of Servicer and Others

 38

 7.5

 Delegation of Duties

 39

 7.6

 Servicer Not to Resign

 39

 7.7

 Servicer May Own Notes or Certificates

 39

 ARTICLE VIII SERVICING TERMINATION

 40

 8.1

 Events of Servicing Termination

 40

 8.2

 Indenture Trustee to Act; Appointment of Successor Servicer

 41

 ii

 8.3

 Effect of Servicing Transfer

 43

 8.4

 Notification to Noteholders, Certificateholders and Rating Agencies

 44

 8.5

 Waiver of Past Events of Servicing Termination

 44

 8.6

 Repayment of Advances

 44

 ARTICLE IX TERMINATION

 44

 9.1

 Termination

 44

 9.2

 Termination of the Obligations

 44

 ARTICLE X MISCELLANEOUS PROVISIONS

 45

 10.1

 Amendment

 45

 10.2

 Protection of Title to Trust

 47

 10.3

 GOVERNING LAW

 49

 10.4

 Notices

 49

 10.5

 Severability of Provisions

 49

 10.6

 Assignment

 50

 10.7

 Further Assurances

 50

 10.8

 No Waiver; Cumulative Remedies

 50

 10.9

 Third-Party Beneficiaries

 50

 10.10

 Actions by Noteholder or Certificateholders

 50

 10.11

 Counterparts and Electronic Signature

 51

 10.12

 No Bankruptcy Petition

 51

 10.13

 Limitation of Liability of Owner Trustee, Grantor Trust Trustee and Indenture Trustee

 51

 10.14

 Regulation AB

 52

 10.15

 Communications Regarding Demands to Repurchase Receivables

 52

 10.16

 Legal Fees Associated with Indemnification

 52

 10.17

 Responsible Officer.

 53

 SCHEDULES

 SCHEDULE 1

 Receivable Schedule

 SCHEDULE 2

 Location of Receivable Files

 iii

 EXHIBITS

 EXHIBIT A

 Form of Servicer’s Certificate

 EXHIBIT B

 Servicing Criteria to be Addressed in Assessment of Compliance

 APPENDICES

 APPENDIX A

 Definitions

 iv

 SALE AND SERVICING AGREEMENT, dated as of June 1, 2026 (as amended, supplemented or
otherwise modified and in effect from time to time, this “ Agreement ”), among CARMAX SELECT RECEIVABLES TRUST 2026-B, a Delaware statutory trust (the “ Trust ” or the
“ Issuer ”), CARMAX SELECT RECEIVABLES GRANTOR TRUST 2026-B, a Delaware statutory trust (the “ Grantor Trust ”), CARMAX AUTO FUNDING LLC, a Delaware limited liability company
(the “ Depositor ”), and CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company (“ CarMax ”), as servicer (in such capacity, the “ Servicer ”).

 WHEREAS, the Trust desires to purchase certain motor vehicle retail installment sale contracts originated or acquired by CarMax in the
ordinary course of business and sold to the Depositor as of the date hereof;
 WHEREAS, the Depositor is willing to sell such contracts to
the Trust as of the date hereof;
 WHEREAS, pursuant to the Receivables Contribution Agreement, the Trust will convey such contracts to the
Grantor Trust and will hold a trust certificate evidencing the entire benefit interest in the Grantor Trust; and
 WHEREAS, the Servicer is
willing to service such contracts on behalf of the Trust and the Grantor Trust;
 NOW, THEREFORE, in consideration of the mutual covenants
contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

 ARTICLE I
 DEFINITIONS

 1.1 Definitions and Other Definitional Provisions .

 (a) Capitalized terms used herein and not otherwise defined herein have the meanings assigned to them in Appendix A to this Agreement.

 (b) All terms defined in this Agreement shall have the defined meanings when used in any certificate or other document made or delivered
pursuant hereto unless otherwise defined therein.
 (c) As used in this Agreement and in any certificate or other document made or
delivered pursuant hereto or thereto, accounting terms not defined in this Agreement or in any such certificate or other document, and accounting terms partly defined in this Agreement or in any such certificate or other document to the extent not
defined, shall have the respective meanings assigned to them under generally accepted accounting principles. To the extent that the definitions of accounting terms in this Agreement or in any such certificate or other document are inconsistent with
the meanings of such terms under generally accepted accounting principles, the definitions contained in this Agreement or in any such certificate or other document shall control.

 (d) The words “hereof,” “herein,” and “hereunder” and
words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement. Article, Section, Schedule and Exhibit references contained in this Agreement are references to
Articles, Sections, Schedules and Exhibits in or to this Agreement unless otherwise specified. The term “proceeds” shall have the meaning set forth in the Relevant UCC (unless otherwise defined herein). The term “including”
shall mean “including without limitation.”
 (e) The definitions contained in this Agreement are applicable to the singular as
well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms.
 (f) Any
agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in
the case of agreements or instruments) references to all attachments thereto and instruments incorporated therein. References to a Person are also to its permitted successors and assigns.

 ARTICLE II
 TRUST PROPERTY

 2.1 Conveyance of Trust Property .

 (a) In consideration of the Trust’s delivery to, or upon the written order of, the Depositor of authenticated Notes, in authorized
denominations in aggregate principal amounts equal to the Initial Note Balance, and authenticated Certificates, the Depositor hereby irrevocably sells, transfers, assigns, sets over and otherwise conveys to the Trust, without recourse (subject to
the obligations herein), all right, title and interest of the Depositor, whether now owned or hereafter acquired, in, to and under the following:

 (i) the Receivables;

 (ii) all amounts received on or in respect of the Receivables after the Cutoff Date;

 (iii) the security interests in the Financed Vehicles granted by the Obligors pursuant to the Receivables and any other
interest of the Depositor in such Financed Vehicles;
 (iv) all proceeds from claims on or refunds of premiums with respect
to physical damage, theft, GAP, credit life or credit disability insurance policies relating to the Financed Vehicles or the Obligors;

 (v) the Receivable Files;

 (vi) the Collection Account, the Note Payment Account, the Certificate Payment Account and the Reserve Account and all amounts,
securities, financial assets, investments and other property deposited in or credited to the Collection Account, the Note Payment Account, the Certificate Payment Account and the Reserve Account and all proceeds thereof;

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 (vii) all rights of the Depositor under the Receivables Purchase Agreement,
including the right to require the Seller to repurchase Receivables from the Depositor;
 (viii) the right to realize upon
any property (including the right to receive future Liquidation Proceeds) that shall have secured a Receivable and have been repossessed by or on behalf of the Grantor Trust; and

 (ix) all present and future claims, demands, causes of action and choses in action in respect of any or all of the foregoing
and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property; all
accounts, general intangibles, chattel paper, instruments, documents, money, investment property, deposit accounts, letters of credit, letter-of-credit rights, insurance
proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations; and all other property which at any time constitutes all or part of or is included in the proceeds of any of the foregoing.

 (b) The Depositor and the Trust intend that the transfer of the Trust Property contemplated by Section 2.1(a) constitute a sale of the
Trust Property, conveying good title to the Trust Property, from the Depositor to the Trust. If such transfer is deemed to be a pledge to secure the payment of the Notes, however, the Depositor hereby grants to the Trust a first priority security
interest in all of the Depositor’s right, title and interest in, to and under the Trust Property, and all proceeds thereof, to secure the payment of the Notes, and in such event, this Agreement shall constitute a security agreement under
applicable law.
 (c) The sale, transfer, assignment and conveyance of the Trust Property made under Section 2.1(a) shall not
constitute and is not intended to result in an assumption by the Trust of any obligation of the Depositor or the Seller to the Obligors or any other Person in connection with the Receivables and the other Trust Property or any obligation of the
Depositor or the Seller under any agreement, document or instrument related thereto.
 2.2 Representations and Warranties from
Receivables Purchase Agreement . The Seller has made to the Depositor the representations and warranties as to the Receivables and the pool of Receivables set forth in Sections 3.3 and 3.4 of the Receivables Purchase Agreement. The Trust shall be
deemed to have relied on such representations and warranties in accepting the Receivables. The representations and warranties set forth in Section 3.3 and 3.4 of the Receivables Purchase Agreement speak as of the execution and delivery of this
Agreement, except to the extent otherwise provided, but shall survive the sale, transfer, assignment and conveyance of the Receivables to the Trust pursuant to this Agreement and then to the Grantor Trust pursuant to the Receivables Contribution
Agreement, and the pledge of the Receivables to the Indenture Trustee pursuant to the Indenture. Pursuant to Section 2.1, the Depositor has sold, transferred, assigned, set over and otherwise conveyed to the Trust, as part of the Trust
Property, its rights under the Receivables Purchase Agreement, including its right to require the Seller to repurchase Receivables in accordance with the Receivables Purchase Agreement upon a breach of the representations and warranties set forth in
Section 3.4 of the Receivables Purchase Agreement.

 3

 2.3 Representations and Warranties of the Depositor as to the Receivables and the Pool of
Receivables .
 (a) Representations and Warranties as to the Pool of Receivables . The Depositor makes the following
representations and warranties as to the pool of Receivables on which the Trust shall be deemed to have relied in accepting the pool of Receivables. The representations and warranties speak as of the Closing Date, except to the extent otherwise
provided, but shall survive the sale, transfer, assignment and conveyance of the pool of Receivables to the Trust pursuant to this Agreement and then to the Grantor Trust pursuant to the Receivables Contribution Agreement, and the pledge of the
Receivables to the Indenture Trustee pursuant to the Indenture:
 (i) Receivable Schedule . The representations and
warranties set forth in Section 3.3(a) of the Receivables Purchase Agreement are true and correct in all material respects as of the Closing Date, except to the extent otherwise provided therein.

 (ii) Security Interest Matters . This Agreement creates a valid and continuing “security interest” (as
defined in the Relevant UCC) in the Receivables in favor of the Trust, which security interest is prior to all other Liens and is enforceable as such as against creditors of and purchasers from the Depositor. The Receivables constitute
“chattel paper” (as defined in the Relevant UCC), either evidenced by a tangible copy or an electronic copy. The Depositor owns and has good and marketable title to the Receivables free and clear of any Lien, claim or encumbrance of any
Person. The Depositor has caused or will cause on or prior to the Closing Date the filing of all appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law necessary to perfect the security
interest in the Receivables granted to the Trust under this Agreement. Other than the security interest granted to the Trust under this Agreement, the Depositor has not pledged, assigned, sold, granted a security interest in or otherwise conveyed
any of the Receivables. The Depositor has not authorized the filing of and is not aware of any financing statements against the Depositor that include a description of collateral covering the Receivables other than any financing statement relating
to the security interest granted to the Trust under this Agreement or that has been terminated. The Depositor is not aware of any material judgment or tax lien filings against the Depositor. The security interest of the Seller in each Financed
Vehicle has been validly assigned by the Depositor to the Trust. Neither the Depositor nor a custodian or vaulting agent thereof has communicated, nor will they communicate, an “authoritative copy” (as defined in the Relevant UCC) of any
Receivable to any Person other than the Servicer, the Trust, the Grantor Trust or the Indenture Trustee.
 (iii)
 Financing Statements . All financing statements filed or to be filed against the Depositor in favor of the Indenture Trustee (as assignee of the Trust) contain a statement substantially to the following effect: “A purchase of or security
interest in any collateral described in this financing statement will violate the rights of the Indenture Trustee.”

 4

 (b) Representations and Warranties as to the Receivables . The Depositor makes the
following representations and warranties as to the Receivables on which the Trust shall be deemed to have relied in accepting the pool of Receivables. The representations and warranties speak as of the Closing Date, except to the extent otherwise
provided, but shall survive the sale, transfer, assignment and conveyance of the pool of Receivables to the Trust pursuant to this Agreement and then to the Grantor Trust pursuant to the Receivables Contribution Agreement, and the pledge of the
Receivables to the Indenture Trustee pursuant to the Indenture:
 (i) Characteristics of Receivables . The
representations and warranties as to the Receivables set forth in Sections 3.4(a) through (d), (f), (h), (j), and (m) through (s) of the Receivables Purchase Agreement are true and correct as of the Closing Date, except to the extent otherwise
provided therein.
 (ii) Security Interest in Financed Vehicles . Immediately prior to the transfer of the Receivables
by the Depositor to the Trust, each Receivable was secured by a valid, binding and enforceable first priority perfected security interest in favor of the Seller in the related Financed Vehicle, or all necessary and appropriate actions shall have
been commenced that would result in the valid perfection of a first priority security interest in favor of the Seller in the Financed Vehicle, which security interest has been validly assigned by the Seller to the Depositor pursuant to the
Receivables Purchase Agreement and by the Depositor to the Trust hereunder.
 (iii) No Waiver . No provision of any
Receivable has been waived in such a manner that such Receivable fails to meet all of the representations and warranties made by the Depositor in this Section 2.3(b) with respect thereto.

 (iv) No Liens . The Depositor has no knowledge of any liens or claims that have been filed, including liens for work,
labor or materials or for unpaid State or federal taxes, relating to any Financed Vehicle that are prior to, or equal or coordinate with, the security interest in such Financed Vehicle created by the related Receivable.

 (v) Title . Immediately prior to the transfer of the Receivables contemplated by Section 2.1(a), the Depositor had
good and marketable title to the Receivables free and clear of any Lien, claim or encumbrance of any Person and, immediately upon such transfer, the Trust shall have good and marketable title to the Receivables free and clear of any Lien, claim or
encumbrance of any Person, other than the Depositor pursuant to the Receivables Purchase Agreement. The Depositor has not sold, transferred, assigned or pledged any Receivable to any Person other than the Trust. The Depositor has not created,
incurred or suffered to exist any Lien, encumbrance or security interest on any Receivable except for the Lien of the Receivables Purchase Agreement, this Agreement, the Receivables Contribution Agreement and the Indenture.

 (vi) Valid Assignment . The Depositor has not entered into any agreement with any account debtor that prohibits,
restricts or conditions the assignment of the Receivables.

 5

 2.4 Repurchase by Depositor upon Breach; Dispute Resolution .

 (a) Investigation of Breach . If the Depositor (i) has knowledge of a breach of a representation or warranty made in
Section 2.3(b), (ii) receives notice from the Trust, the Owner Trustee or the Indenture Trustee of a breach of a representation or warranty made in Section 2.3(b), (iii) receives a written request to repurchase a Receivable due to an
alleged breach of a representation and warranty in Section 2.3(b) from the Owner Trustee, the Indenture Trustee, any Verified Note Owner or any Noteholder (which repurchase request shall provide sufficient detail so as to allow the Seller or
the Depositor to reasonably investigate the alleged breach of the representations and warranties in Section 2.3(b) ; provided , that with respect to a repurchase request from a Noteholder or a Verified Note Owner, such
repurchase request shall initially be provided to the Indenture Trustee) for a Receivable (each, a “ Repurchase Request ”) or (iv) receives a final report from the Asset Representations Reviewer that indicates that the Asset
Representations Reviewer has determined that a test procedure under the Asset Representations Review Agreement has not been satisfied with respect to a representation or warranty set forth in Section 2.3(b) hereof or Section 3.4 of the
Receivables Purchase Agreement for a Receivable, then, in each case, the Depositor will investigate the Receivable to confirm the breach and determine if the breach materially and adversely affects the interests of the Issuer, the Grantor Trust or
the Noteholders in any Receivable. None of the Servicer, the Issuer, the Grantor Trust, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee, the Asset Representations Reviewer or the Administrator will have an obligation to
investigate whether a breach of any representation or warranty has occurred or whether any Receivable is required to be repurchased under Section 2.4(b).

 (b) Repurchase of Receivables . The Depositor, the Servicer or the Administrator (on behalf of the Trust), as the case may be, shall
inform the other parties to this Agreement, the Seller and the Indenture Trustee promptly, in writing, upon the discovery of any breach or failure to be true of the representations and warranties set forth in Section 2.3(b). If such breach or
failure shall not have been cured by the close of business on the last day of the Collection Period which includes the 60 th day after the date on which the Depositor becomes aware of such breach
or failure, and the Depositor determines that such breach or failure materially and adversely affects the interest of the Trust, the Grantor Trust or the Noteholders in a Receivable, the Depositor shall repurchase such Receivable from the Trust (or
its assignee) on the Distribution Date immediately following such Collection Period. Any such breach or failure will be deemed not to have a material and adverse effect if such breach or failure has not affected the ability of the Issuer (or its
assignee) to receive and retain payment in full on such Receivable. In consideration of the repurchase of a Receivable hereunder, the Depositor shall remit the Purchase Amount of such Receivable in the manner specified in Section 4.5. Upon any
such repurchase, the Trust (or its assignee) shall, without further action, be deemed to transfer, assign, set-over and otherwise convey to the Depositor, without recourse, representation or warranty, all of
the right, title and interest of the Trust (or its assignee) in, to and under such repurchased Receivable and all other related assets described in Section 2.1(a). The Trust shall execute such documents and instruments of transfer or assignment
and take such other actions as shall reasonably be requested by the Depositor to effect the conveyance of such Receivable pursuant to this Section 2.4(b). The sole remedy of the Trust (or its assignee) with respect to a breach of the
Depositor’s representations and warranties set forth in Section 2.3(b) shall be to require the Depositor to repurchase Receivables pursuant to this Section 2.4(b).

 6

 (c) Unfulfilled Repurchase Demands . In the event the Depositor fails to repurchase a
Receivable pursuant to Section 2.4(b), or fails to cause the Seller to repurchase a Receivable pursuant to Section 3.5(c) of the Receivables Purchase Agreement, within 180 days of the delivery of a Repurchase Request and such Repurchase
Request has not been resolved, the alleged breach has not otherwise been cured or the related Receivable has not otherwise been repurchased, paid-off or otherwise satisfied, the party that provided the
Repurchase Request pursuant to Section 2.4(a) (the “ Requesting Party ”) may refer the Repurchase Request to an ADR Proceeding, at its discretion, pursuant to Section 2.4(d) by filing in accordance
with ADR Rules and providing a notice to the Depositor and the Seller; provided , however , that any such referral of a Repurchase Request shall be made (i) within the applicable statute of limitations period and (ii) within 30
days of the delivery of the Repurchase Response Notice indicating that the related Repurchase Request has not been resolved. The Indenture Trustee shall have no obligation to pursue or otherwise be involved in resolving any Repurchase Request,
including any such request that is the subject of an ADR Proceeding, unless it is directed to do so by Noteholders or Note Owners of at least 5% of the Controlling Class, and such Noteholders or Note Owners shall have offered to the Indenture
Trustee security or indemnity satisfactory to it against the reasonable costs, expenses, disbursements, advances and liabilities that might be incurred by it, its agents and its counsel in compliance with such direction. For the avoidance of doubt,
if the Indenture Trustee does not agree to pursue or otherwise be involved in resolving any Repurchase Request, the related Noteholder or Verified Note Owner may independently pursue dispute resolution in respect of such Repurchase Request in
accordance with Section 2.4(d). The Indenture Trustee shall be under no obligation to monitor repurchase activity or to independently determine which Repurchase Requests remain unresolved after 180 days.

 (d) Dispute Resolution .

 (i) General . If a Requesting Party provides notice of a referral of a Repurchase Request to an ADR Proceeding, the
Depositor shall have at least 30 days to respond to such notice. Each ADR Proceeding shall take place in New York, New York. Under no circumstances will the Indenture Trustee, in its individual capacity, be liable for any costs, expenses and/or
liabilities that could be allocated to the Requesting Party in any ADR Proceeding.
 (ii) Confidentiality . Neither
the Depositor nor the Seller will be required to produce personally identifiable customer information for purposes of any mediation or arbitration. The existence and details of any unresolved Repurchase Request, any informal meetings, mediations or
arbitration proceedings, the nature and amount of any relief sought or granted, any offers or statements made and any discovery taken in the proceeding will be confidential, privileged and inadmissible for any purpose in any other mediation,
arbitration, litigation or other proceeding. The parties will keep this information confidential and will not disclose or discuss it with any third party (other than a party’s attorneys, experts, accountants and other advisors, as reasonably
required in connection with the mediation or arbitration proceeding under this Section 2.4(d)), except as required by law, regulatory requirement or court order. If a party to a mediation or arbitration proceeding receives a subpoena or other
request for information from a third party (other than a governmental regulatory body) for confidential information

 7

of the other party to the mediation or arbitration proceeding, the recipient will promptly notify the other party and will provide the other party with the opportunity to object to the production
of its confidential information. Nothing in this Section 2.4(d)(ii) shall prevent the Noteholders or Note Owners from exercising their rights under Section 7.5(b) of the Indenture or the Servicer or the Depositor from
complying with its disclosure requirements under Item 1121 of Regulation AB.
 (iii) Mediation . If the Requesting
Party chooses to refer the Repurchase Request to Mediation, the following provisions shall apply:
 (1) The Depositor and
the Requesting Party shall agree on a neutral mediator within 15 days of the acknowledgement of the notice set forth in Section 2.4(d)(i) ; provided , that the mediator shall satisfy each of the following conditions:

 a. the mediator shall be selected from a list of neutral mediators maintained by the ADR Facilitator;

 b. the mediator shall be an attorney admitted to practice law in the State of New York; and

 c. the mediator shall be an attorney specializing in commercial litigation with at least 15 years of experience;

 provided , however , that if the Depositor and the Requesting Party do not agree on a mediator, a mediator shall be selected by the ADR
Facilitator in accordance with ADR Rules for appointment of a mediator.
 (2) The Mediation shall commence no later than 15
Business Days following selection of a mediator, and shall conclude within 30 days of the start of Mediation.
 (3) The
Depositor and the Requesting Party shall mutually agree upon the allocation of the expenses incurred in connection with the Mediation; provided , however , that if the Depositor and the Requesting Party do not agree on the allocation of
expenses, the expenses shall be determined in accordance with ADR Rules.
 (4) If the Depositor and the Requesting Party
fail to agree at the completion of the Mediation, the Requesting Party may submit the Repurchase Request to Arbitration in accordance with Section 2.4(d)(iv) or may seek adjudication of the Repurchase Request in court.

 8

 (iv) Arbitration . If the Requesting Party refers the Repurchase
Request to Arbitration, the following provisions shall apply:
 (1) The Depositor shall provide a notice of the
commencement of such Arbitration and instructions for other Noteholders or Note Owners to participate in such Arbitration to the Servicer for inclusion in the Form 10-D related to the monthly period in which
the arbitration proceeding commences.
 (2) The Repurchase Request shall be referred to a panel of three arbitrators (the
“ Panel ”) to be selected in accordance with the ADR Rules; provided , that each arbitrator shall satisfy each of the following conditions: (i) the arbitrator shall be selected from a list of neutral arbitrators
maintained by the ADR Facilitator, (ii) the arbitrator shall be an attorney admitted to practice law in the State of New York; and (iii) the arbitrator shall be an attorney specializing in commercial litigation with at least 15 years of
experience.
 (3) The following procedural time limits shall apply to the Arbitration:

 a. discovery shall be completed within 30 days of appointment of the third arbitrator;

 b. the evidentiary hearing on the merits shall commence no later than 60 days following the appointment of the third
arbitrator, and shall proceed for no more than 10 consecutive business days with equal time allotted to each side for the presentation of direct evidence and cross examination; and

 c. the Panel shall render its decision on the Repurchase Request within 90 days of the selection of the panel;

 provided , that in each case, the Panel may modify such limits if, based on the facts and circumstances of the particular dispute, good cause exists,
there is an unavoidable delay or with the consent of all of the parties.
 (4) The following limitations on the Arbitration
proceeding shall apply:
 a. each party shall be limited to two witness depositions not to exceed five hours;

 b. each party shall be limited to two interrogatories;

 c. each party shall be limited to one document request; and

 d. each party shall be limited to one request for admissions;

 9

 provided , that in each case, the Panel may modify such time limits if, based on the facts and
circumstances of the particular dispute, good cause exists, there is an unavoidable delay or with the consent of all of the parties.

 (5) Any briefs submitted in the Arbitration shall be no more than 10 pages each and shall be limited to (i) initial
statements of the case, (ii) discovery motions and (iii) a pre-hearing brief.

 (6) The Panel shall decide the Repurchase Request in accordance with this Agreement and the Receivables Purchase Agreement,
including the provisions set forth in Section 10.3, including choice-of-law provisions, and may not modify or change the Transaction Documents in any way or award
remedies not consistent with the Transaction Documents.
 (7) The Panel shall not be permitted to award punitive or special
damages.
 (8) The Panel shall determine the allocation of the expenses of the Arbitration, including attorneys’
fees, between the Depositor and the Requesting Party.
 (9) Judgment on the award will be entered in any court having
jurisdiction.
 (10) Once the Panel makes a decision with respect to a Receivable, such decision shall be binding on the
Trust, the Grantor Trust and each other party identified or described in the Receivables Purchase Agreement or the other Transaction Documents as having an interest as owner, trustee, secured party or holder of the Receivables, Notes or Certificates
as to such Receivable, and such Receivable may not be subject to an additional ADR Proceeding. By selecting Arbitration, the Requesting Party is giving up the right to sue in court, including the right to a trial by jury.

 2.5 Custody of Receivable Files . To assure uniform quality in servicing the Receivables and to reduce administrative costs, the Trust
and the Grantor Trust, upon the execution and delivery of this Agreement, hereby revocably appoint the Servicer as their agent, and the Servicer hereby accepts such appointment, to act as custodian on behalf of the Trust, the Grantor Trust and the
Indenture Trustee of the following documents or instruments, which are hereby constructively delivered to the Indenture Trustee, as pledgee of the Trust and Grantor Trust pursuant to the Indenture with respect to each Receivable (collectively, a
“ Receivable File ”):
 (i) the original, executed copy of such Receivable, or a single
“authoritative copy” (as defined in the Relevant UCC), as applicable;
 (ii) the original credit application
with respect to such Receivable fully executed by the related Obligor or a photocopy thereof or a record thereof on a computer file or disc or on microfiche;

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 (iii) the original certificate of title for the related Financed Vehicle or
such other documents that the Seller or the Servicer shall keep on file, in accordance with its customary practices and procedures, evidencing the security interest of the Seller in such Financed Vehicle;

 (iv) documents evidencing the commitment of the related Obligor to maintain physical damage insurance covering the related
Financed Vehicle; and
 (v) any and all other documents (including any computer file or disc or microfiche) that the Seller
or the Servicer shall keep on file, in accordance with its customary practices and procedures, relating to such Receivable, the related Obligor or the related Financed Vehicle.

 The Servicer hereby acknowledges receipt, on behalf of the Trust, the Grantor Trust and the Indenture Trustee, of all the documents and
instruments necessary for the Servicer to act as the agent of the Trust, the Grantor Trust and the Indenture Trustee for the purposes set forth in this Section 2.5, including the documents referred to herein.

 2.6 Duties of Servicer as Custodian .

 (a) Safekeeping . The Servicer, in its capacity as custodian, shall hold, or maintain, as applicable, the Receivable Files for the
benefit of the Trust, the Grantor Trust and the Indenture Trustee and maintain such accurate and complete accounts, records and computer systems pertaining to each Receivable File as shall enable the Servicer, the Grantor Trust and the Trust to
comply with the terms and provisions of this Agreement, the Indenture Trustee to comply with the terms and conditions of the Indenture and the Asset Representations Reviewer to comply with the terms and conditions of the Asset Representations Review
Agreement. In performing its duties as custodian, the Servicer shall act in accordance with its customary servicing practices, using the degree of skill and attention that the Servicer exercises with respect to the files relating to comparable motor
vehicle retail installment sale contracts that the Servicer services for itself or others. The Servicer shall conduct, or cause to be conducted, in accordance with its customary practices and procedures, periodic audits of the Receivable Files held
by it under this Agreement, and of the related accounts, records and computer systems, in such a manner as shall enable the Trust, the Grantor Trust or the Indenture Trustee to verify the accuracy of the Servicer’s record keeping. The Servicer
shall promptly report to the Owner Trustee, the Grantor Trust Trustee and the Indenture Trustee any failure on its part to hold the Receivable Files and maintain its accounts, records and computer systems as herein provided and promptly take
appropriate action to remedy any such failure. Nothing herein shall be deemed to require an initial review or any periodic review by the Trust, the Grantor Trust, the Owner Trustee, the Grantor Trust Trustee or the Indenture Trustee of the
Receivable Files, and none of the Trust, the Grantor Trust, the Owner Trustee, the Grantor Trust Trustee or the Indenture Trustee shall be liable or responsible for any action or failure to act by the Servicer in its capacity as custodian hereunder.

 (b) Maintenance of and Access to Records . The Servicer shall maintain each Receivable File at one of the locations listed in
Schedule 2 or at such other location as shall be specified to the Trust, the Grantor Trust, the Owner Trustee and the Indenture Trustee by written notice not later than ninety (90) days after any change in location. The Servicer shall make

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available to the Trust, the Grantor Trust, the Owner Trustee, the Indenture Trustee and, to the extent the Servicer shall have received an Asset Representations Review Notice, the Asset
Representations Reviewer, or its duly authorized representatives, attorneys or auditors, a list of locations of the Receivable Files, the Receivable Files, and the related accounts, records, and computer systems maintained by the Servicer, at such
times as the Trust, the Grantor Trust or the Indenture Trustee shall instruct.
 (c) Release of Documents . As soon as practicable
after receiving written instructions from the Indenture Trustee or, to the extent the Servicer shall have received an Asset Representations Review Notice, from the Asset Representations Reviewer, the Servicer shall release any document in the
Receivable Files to the Indenture Trustee or the Asset Representations Reviewer or such Person’s agent or designee, as the case may be, at such place as the Indenture Trustee or the Asset Representations Reviewer may reasonably designate.

 (d) Title to Receivables . The Servicer shall not at any time have or in any way attempt to assert any interest in any Receivable held
by it as custodian hereunder or in the related Receivable File other than for collecting or enforcing such Receivable for the benefit of the Trust and the Grantor Trust. The entire equitable interest in such Receivable and the related Receivable
File shall at all times be vested in the Grantor Trust.
 2.7 Instructions; Authority to Act . The Servicer shall be deemed to have
received proper instructions with respect to the Receivable Files upon its receipt of written instructions signed by an Authorized Officer. A certified copy of excerpts of authorizing resolutions of the Board of Directors of the Indenture Trustee
shall constitute conclusive evidence of the authority of any such Authorized Officer to act and shall be considered in full force and effect until receipt by the Servicer of written notice to the contrary given by the Indenture Trustee.

 2.8 Indemnification by the Custodian . The Servicer, in its capacity as custodian, shall indemnify and hold harmless the Trust, the
Grantor Trust, the Grantor Trust Trustee, the Owner Trustee and the Indenture Trustee and each of their respective officers, directors, employees and agents from and against any and all liabilities, obligations, losses, compensatory damages,
payments, claims, actions, suits, costs or expenses (including legal fees if any) of any kind whatsoever that may be imposed on, incurred or asserted against the Trust, the Grantor Trust, the Grantor Trust Trustee, the Owner Trustee or the Indenture
Trustee or any of their respective officers, directors, employees and agents as the result of any act or omission by the Servicer relating to the maintenance and custody of the Receivable Files, including those incurred in connection with any
action, claim or suit brought to enforce the Indenture Trustee’s right to indemnification; provided , however , that the Servicer shall not be liable hereunder to the Owner Trustee, the Grantor Trust Trustee or the Indenture
Trustee, as applicable, to the extent that such liabilities, obligations, losses, compensatory damages, payments, claims, actions, suits, costs or expenses result from the willful misfeasance, bad faith or negligence of the Owner Trustee, the
Grantor Trust Trustee or the Indenture Trustee, as applicable.
 2.9 Effective Period and Termination . The Servicer’s
appointment as custodian shall become effective as of the Cutoff Date and shall continue in full force and effect until terminated pursuant to this Section 2.9. If the Servicer shall resign as Servicer under Section 7.6, or if all of the
rights and obligations of the Servicer shall have been terminated under Section 8.1,

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the appointment of the Servicer as custodian hereunder may be terminated (i) by the Trust and the Grantor Trust, with the consent of the Indenture Trustee, (ii) by the Noteholders
evidencing not less than 25% of the Note Balance of the Controlling Class or, if the Notes have been paid in full, by the Certificateholders evidencing not less than 25% of the aggregate Certificate Percentage Interest or (iii) by the
Owner Trustee, with the consent of the Noteholders evidencing not less than 25% of the Note Balance of the Controlling Class, in each case by notice then given in writing to the Depositor and the Servicer (with a copy to the Indenture Trustee and
the Owner Trustee if given by the Noteholders or the Certificateholders). As soon as practicable after any termination of such appointment, the Servicer shall deliver, or cause to be delivered, the Receivable Files and the related accounts and
records maintained by the Servicer to the Indenture Trustee, the Indenture Trustee’s agent or the Indenture Trustee’s designee, as the case may be, at such place as the Indenture Trustee may reasonably designate or, if the Notes have
been paid in full, at such place as the Owner Trustee may reasonably designate.
 ARTICLE III

 ADMINISTRATION AND SERVICING OF RECEIVABLES AND

 OTHER TRUST PROPERTY
 3.1
 Duties of Servicer . The Servicer shall administer the Receivables with reasonable care. The Servicer’s duties shall include, but not be limited to, the collection and posting of all payments, responding to inquiries by Obligors on the
Receivables, or by federal, State or local governmental authorities, investigating delinquencies, reporting federal income tax information to Obligors, furnishing monthly and annual statements to the Administrator, the Owner Trustee and the
Indenture Trustee with respect to distributions and providing collection and repossession services in the event of Obligor default. In performing its duties as Servicer hereunder, the Servicer shall service the Receivables in accordance with its
customary servicing practices, using the degree of skill and attention that the Servicer exercises with respect to all comparable motor vehicle retail installment sale contracts that it services for itself or others. The Servicer will have full
power and authority to do any and all things in connection with managing, servicing, administration and collection of the Receivables that it may deem necessary or desirable as long as such activities will not result in or cause the Trust or the
Grantor Trust to be treated, for United States federal income tax purposes, as an association (or publicly traded partnership) taxable as a corporation, or cause the Grantor Trust to be treated as other than a grantor trust for United States federal
income tax purposes. Subject to the foregoing and to Section 3.2, the Servicer shall follow its customary standards, policies, practices and procedures in performing its duties hereunder as Servicer. Without limiting the generality of the
foregoing, the Servicer is hereby authorized and empowered to execute and deliver, on behalf of itself, the Depositor, the Trust, the Grantor Trust, the Administrator, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee, the
Certificateholders, the Noteholders or any one or more of them, any and all instruments of satisfaction or cancellation, or of partial or full release or discharge, and all other comparable instruments, with respect to the Receivables or the
Financed Vehicles, all in accordance with this Agreement; provided , however , that, notwithstanding the foregoing, the Servicer shall not, except pursuant to an order from a court of competent jurisdiction, release an Obligor from
payment of any unpaid amount under any Receivable or waive the right to collect the unpaid balance (including accrued interest) of any Receivable from the related Obligor, except in connection with a de minimis deficiency which the Servicer would
not attempt to collect in accordance with its customary procedures, in which event the Servicer shall indemnify the Trust

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for such deficiency. If the Servicer shall commence a legal proceeding to enforce a Receivable, the Trust or the Grantor Trust, as applicable, shall thereupon be deemed to have automatically
assigned such Receivable to the Servicer, which assignment shall be solely for purposes of collection. If in any enforcement suit or legal proceeding it shall be held that the Servicer may not enforce a Receivable on the ground that it shall not be
a real party in interest or a holder entitled to enforce such Receivable, the Trust and the Grantor Trust, as applicable, shall (or the Administrator on behalf of the Trust and the Grantor Trust shall), at the Servicer’s expense and written
direction, take steps to enforce such Receivable, including bringing suit in its name or the names of the Indenture Trustee, the Certificateholders, the Noteholders or any of them. The Trust and the Grantor Trust shall execute and deliver to the
Servicer any powers of attorney and other documents as shall be prepared by the Servicer and reasonably necessary or appropriate to enable the Servicer to carry out its servicing and administrative duties hereunder. The Servicer, at its expense,
shall obtain on behalf of the Trust and the Grantor Trust all licenses, if any, required by the laws of any jurisdiction to be held by the Trust and the Grantor Trust in connection with ownership of the Receivables and shall make all filings and pay
all fees as may be required in connection therewith during the term hereof. If the Servicer fails to perform its obligations under this Agreement and the Indenture Trustee or any other successor Servicer is appointed as Servicer in accordance with
Section 8.2, such successor Servicer shall be responsible for the Servicer’s duties under this Agreement except as specified in Section 8.2; provided , however , that such successor Servicer shall not be liable for the
terminated Servicer’s failure to perform such obligations. Notwithstanding anything to the contrary in this Agreement or any other Transaction Document, the Servicer shall not be liable for any failure or delay in the performance of its
obligations or the taking of any action hereunder or under any other Transaction Document (and such failure or delay shall not constitute a breach of any Transaction Document or an Event of Servicing Termination) if such failure or delay arises from
compliance by the Servicer with any law or court order, the direction of a regulatory authority or regulatory guidance.
 3.2 Collection
and Allocation of Receivable Payments . The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due in accordance with the standard of care
required by Section 3.1. The Servicer shall allocate collections on or in respect of the Receivables between principal and interest in accordance with the customary servicing practices and procedures it follows with respect to all comparable
motor vehicle retail installment sale contracts that it services for itself or others. The Servicer may, in accordance with its customary servicing practices, grant Permitted Modifications, but not any other extensions, rebates, deferrals,
amendments, modifications, temporary reductions in payments or adjustments with respect to any Receivable; provided , however , that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the
last day of the Collection Period immediately prior to the Final Scheduled Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable, other than as required by applicable law (including, without
limitation, by the Servicemembers Civil Relief Act) or court order or at the direction of a regulatory authority or in accordance with regulatory guidance, it will promptly purchase such Receivable in the manner provided
in Section 3.7 . The Servicer may, in its discretion (but only in accordance with its customary standards, policies, practices and procedures), waive any late payment charge or any other fee that may be collected in the
ordinary course of servicing a Receivable.

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 3.3 Realization upon Receivables . The Servicer shall use reasonable efforts on behalf
of the Trust and the Grantor Trust, in accordance with the standard of care required under Section 3.1, to repossess or otherwise convert the ownership of each Financed Vehicle securing a Defaulted Receivable; provided , however ,
that the Servicer may elect not to repossess a Financed Vehicle if in its sole discretion it determines that repossession will not increase the aggregate Liquidation Proceeds or that the proceeds ultimately recoverable with respect to such
Receivable would be increased by forbearance or that repossessing such Financed Vehicle would otherwise not be consistent with the Servicer’s customary servicing practices. In taking such action, the Servicer shall follow such customary
practices and procedures as it shall deem necessary or advisable in its servicing of comparable motor vehicle retail installment sale contracts and as are otherwise consistent with the standard of care required under Section 3.1. The Servicer
shall be entitled to recover all reasonable expenses, including external costs of collection, incurred by it in connection with collection of any Defaulted Receivables and in the course of repossessing and liquidating a Financed Vehicle into cash
proceeds, but only out of the cash proceeds of such Financed Vehicle and any deficiency obtained from the related Obligor. If a Financed Vehicle shall have suffered damage, the Servicer shall not expend funds in connection with the repair or the
repossession of such Financed Vehicle unless it shall determine in its discretion that such repair and/or repossession will increase the Liquidation Proceeds received with respect to the related Receivable.

 3.4 Physical Damage Insurance . The Servicer shall follow its customary practices and procedures to determine whether or not each
Obligor shall have maintained physical damage insurance covering the related Financed Vehicle.
 3.5 Maintenance of Security Interests
in Financed Vehicles . The Servicer shall take such steps, in accordance with the standard of care required under Section 3.1, as are necessary to maintain perfection of the security interest created by each Receivable in the related
Financed Vehicle at all times. The Trust and the Grantor Trust hereby authorize the Servicer, and the Servicer hereby agrees, to take such steps as are necessary to re-perfect such security interest on behalf
of the Trust, the Grantor Trust and the Indenture Trustee in the event the Servicer receives notice of, or otherwise has actual knowledge of, the fact that such security interest is not perfected as a result of the relocation of a Financed Vehicle
or for any other reason. The Servicer shall not release, in whole or in part, any security interest in a Financed Vehicle created by the related Receivable except as permitted herein or in accordance with its customary standards, policies, practices
and procedures.
 3.6 Amendment of Receivable Terms . The Servicer shall not impair in any material respect the rights of the
Depositor, the Trust, the Grantor Trust, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee, the Certificateholders or the Noteholders in the Receivables or, except as permitted under Section 3.2, otherwise amend or alter the
terms of the Receivables if, as a result of such amendment or alteration, the interests of the Depositor, the Trust, the Grantor Trust, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee, the Certificateholders or the Noteholders
hereunder would be materially adversely affected.

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 3.7 Purchase by Servicer upon Breach . The Depositor, the Servicer or the
Administrator (on behalf of the Trust), as the case may be, shall inform the other parties to this Agreement, the Seller and the Indenture Trustee promptly, in writing, upon the discovery of any breach of Sections 3.2, 3.5 or 3.6. If such breach
shall not have been cured by the close of business on the last day of the Collection Period which includes the 60 th day after the date on which the Servicer becomes aware of, or receives written
notice from the Depositor or the Administrator (on behalf of the Trust) of, such breach, and such breach materially and adversely affects the interest of the Issuer or the Grantor Trust in a Receivable, the Servicer shall purchase such Receivable
from the Grantor Trust on the Distribution Date following such Collection Period; provided , however , that with respect to a breach of Section 3.2, the Servicer shall purchase the affected Receivable from the Grantor Trust at the
end of the Collection Period in which such breach occurs. Any such breach or failure will be deemed not to have a material and adverse effect if such breach or failure has not affected the ability of the Issuer (or its assignee) to receive and
retain payment in full on such Receivable. In consideration of the purchase of a Receivable hereunder, the Servicer shall remit the Purchase Amount of such Receivable in the manner specified in Section 4.5. The sole remedy of the Issuer, the
Grantor Trust, the Administrator, the Owner Trustee, the Indenture Trustee, the Noteholders and the Certificateholders with respect to a breach of Sections 3.2, 3.5 or 3.6 shall be to require the Servicer to purchase Receivables pursuant to this
Section 3.7. None of the Administrator, the Owner Trustee, the Grantor Trust Trustee or the Indenture Trustee shall have any duty to conduct an affirmative investigation as to the occurrence of any condition requiring the purchase of any
Receivable pursuant to this Section 3.7.
 3.8 Servicing Compensation and Reimbursement .

 (a) Servicing Fee . The Servicer shall receive the Monthly Servicing Fee for servicing the Receivables. The Monthly Servicing Fee for
any Collection Period shall equal the product of one-twelfth (1/12) of the Servicing Rate and the Pool Balance as of the first day of such Collection Period (or, in the case of the initial Collection Period,
as of the Cutoff Date); provided , however , that the Monthly Servicing Fee payable to a successor Servicer other than the Indenture Trustee may equal such other amount as may be determined in accordance with Section 8.2(a). The
Servicer shall also be entitled to all Supplemental Servicing Fees collected (from whatever source) on the Receivables. The Servicer shall pay all expenses incurred by it in connection with its activities hereunder (including the fees and expenses
of the Owner Trustee and the Grantor Trust Trustee, including reasonable fees and expenses of their respective attorneys and any custodian appointed by the Owner Trustee or the Grantor Trust Trustee, the fees and expenses of independent accountants,
agents and other experts as such trustee may employ in connection with the exercise and performance of its rights and its duties under the Transaction Documents, taxes imposed on the Servicer, expenses incurred in connection with distributions and
reports to the Certificateholders and the Noteholders, and the fees, expenses and other amounts owing to the Asset Representations Reviewer pursuant to the Asset Representations Review Agreement), except expenses incurred in connection with
realizing upon Receivables under Section 3.3.
 (b) Reimbursement . On each Distribution Date, the Indenture Trustee shall remit
to the Servicer an amount equal to any funds deposited in the Collection Account during any preceding Collection Period (and not previously included in any amounts paid to the Servicer under this Section 3.8(b)) that constitute Unrelated
Amounts. Unrelated Amounts to be reimbursed hereunder shall be paid to the Servicer on the related Distribution Date pursuant to Section 2.8(a) and Section 5.4(b) of the Indenture upon certification by the Servicer of such amounts and the
provision of such information to the Indenture Trustee. The Servicer may deduct from Available Collections all Unrelated Amounts to the extent such Unrelated Amounts have not been previously reimbursed to the Servicer.

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 3.9 Monthly Servicer ’ s Certificate . On or before the
Determination Date immediately preceding each Distribution Date, the Servicer shall deliver to the Depositor, the Seller, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee and each Paying Agent, with a copy to the Rating Agencies,
a certificate of a Servicing Officer substantially in the form of Exhibit A (a “ Servicer ’ s Certificate ”) and attached to a Servicer’s report containing all information necessary to make the transfers and
distributions pursuant to Sections 4.5, 4.6 and 4.7, together with the written statements to be furnished by the Indenture Trustee to the Certificateholders pursuant to Section 4.9 and by the Indenture Trustee to the Noteholders pursuant to
Section 4.9 and pursuant to Section 6.6 of the Indenture. The Servicer shall separately identify (by account number) in a written notice to the Depositor, the Owner Trustee, the Grantor Trust Trustee and the Indenture Trustee the
Receivables to be repurchased by the Depositor or to be purchased by the Servicer, as the case may be, on the Business Day preceding such Distribution Date, and, upon request of one of the foregoing parties, each Receivable which became a Defaulted
Receivable during the related Collection Period. The Servicer shall deliver to the Rating Agencies any information, to the extent it is available to the Servicer, that the Rating Agencies reasonably request (and the initial Servicer shall specify in
writing to the successor Servicer any such requests that remain unsatisfied during the servicing transition to the successor Servicer) in order to monitor the Trust.

 3.10 Annual Servicing Report; Annual Compliance Statement; Notice of Event of Servicing Termination .

 (a) On or before May 31 of each year (commencing with the year 2027), the Servicer shall deliver to the Depositor, the Grantor Trust
Trustee, the Owner Trustee and the Indenture Trustee a report regarding its assessment of compliance with the servicing criteria specified in Item 1122(d) of Regulation AB as of the end of and for the preceding Trust Fiscal Year (or, in the case of
the report to be delivered in the year 2027, as of the end of and for the period beginning on the Closing Date and ending on the last day of February 2027) that satisfies the requirements of Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB. A copy of such report may be obtained by any Certificateholder by a request in writing to the Owner Trustee, addressed to the applicable Corporate Trust
Office, or by any Noteholder or Person certifying that it is a Note Owner by accessing the Indenture Trustee’s website at https://www.pivot.usbank.com.

 (b) On or before May 31 of each year (commencing with the year 2027), the Servicer shall deliver to the Depositor, the Grantor Trust
Trustee, the Owner Trustee and the Indenture Trustee an Officer’s Certificate stating, as to the officer signing such Officer’s Certificate, that:

 (i) a review of the activities of the Servicer during the preceding Trust Fiscal Year (or, in the case of the Officer’s
Certificate to be delivered in the year 2027, during the period beginning on the Closing Date and ending on the last day of February 2027) and of its performance under this Agreement has been made under such officer’s supervision; and

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 (ii) to the best of such officer’s knowledge, based on such review,
the Servicer has fulfilled all of its obligations under this Agreement in all material respects throughout such Trust Fiscal Year (or, in the case of the Officer’s Certificate to be delivered in the year 2027, throughout the period beginning
on the Closing Date and ending on the last day of February 2027) or, if there has been a failure to fulfill any such obligation in any material respect, specifying each such failure known to such officer and the nature and status thereof.

 A copy of such certificate may be obtained by any Certificateholder by a request in writing to the Owner Trustee, or by any Noteholder or
Person certifying that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office.

 (c) The Servicer shall deliver to the Depositor, the Grantor Trust, the Owner Trustee, the Indenture Trustee and the Rating Agencies, promptly
after having obtained knowledge thereof, but in no event later than five (5) Business Days thereafter, an Officer’s Certificate specifying any event which constitutes or, with the giving of notice or lapse of time or both, would become an
Event of Servicing Termination.
 3.11 Annual Public Accounting Firm Report . On or before May 31 of each year (commencing with
the year 2027), the Servicer shall cause a registered public accounting firm to deliver to the Depositor, the Grantor Trust Trustee, the Owner Trustee and the Indenture Trustee a report addressed to the Board of Directors of the Servicer that
attests to, and reports on, the Servicer’s assessment of compliance with the servicing criteria specified in Item 1122(d) of Regulation AB with respect to the preceding Trust Fiscal Year (or, in the case of the report to be delivered in the
year 2027, with respect to the period beginning on the Closing Date and ending on the last day of February 2027) and that otherwise satisfies the requirements of Rules 13a-18 and
 15d-18 of the Exchange Act and Item 1122 of Regulation AB. A copy of such report may be obtained by any Certificateholder by a request in writing to the Owner Trustee, or by any Noteholder or Person certifying
that it is a Note Owner by a request in writing to the Indenture Trustee, in either case addressed to the applicable Corporate Trust Office.

 3.12 Access to Certain Documentation and Information Regarding Receivables . The Servicer shall provide the Depositor, the Grantor Trust
Trustee, the Owner Trustee, the Indenture Trustee, to the extent the Servicer shall have received an Asset Representations Review Notice, the Asset Representations Reviewer, the Certificateholders and the Noteholders with access to the Receivable
Files in the cases where the Depositor, the Grantor Trust Trustee, the Owner Trustee, the Indenture Trustee, the Asset Representations Reviewer, the Certificateholders or the Noteholders shall be required by applicable statutes, regulations or the
provisions of any Transaction Document to have access to such documentation. Such access shall be afforded without charge, but only upon reasonable request and during normal business hours at the offices of the Servicer. Nothing in this
Section 3.12 shall affect the obligation of the Servicer to observe any applicable law prohibiting disclosure of information regarding the Obligors, and the failure of the Servicer to provide access to information as a result of such obligation
shall not constitute a breach of this Section 3.12. Each Certificateholder or Noteholder, by its acceptance of a Certificate or a Note, as the case may be, shall be deemed to have agreed to keep any information obtained by it pursuant to this
Section 3.12 confidential, except as may be required by applicable law.

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 3.13 Reports to the Commission . The Servicer shall, on behalf of the Trust, and the
Grantor Trust, cause to be filed with the Commission any periodic reports and any asset-level data file and asset-related document on Form ABS-EE required to be filed under the provisions of the Exchange Act
and the rules and regulations of the Commission thereunder. The Servicer shall, or shall cause the Administrator to, prepare, execute and deliver all certificates and other documents required to be delivered by the Trust and the Grantor Trust
pursuant to the Sarbanes-Oxley Act of 2002 or the rules and regulations promulgated thereunder. The Depositor shall, at its expense, cooperate in any reasonable request made by the Servicer in connection with such filings. The Servicer shall provide
or cause to be provided to the Depositor copies of all documents filed by the Servicer after the Closing Date with the Commission pursuant to the Securities Act or the Exchange Act that relate specifically to the Trust, the Grantor Trust, the Notes
or the Certificates.
 3.14 Reports to Rating Agencies . The Servicer shall deliver to each Rating Agency, at such address as such
Rating Agency may request, a copy of all reports or notices furnished or delivered pursuant to this Article III and a copy of any amendments, supplements or modifications to this Agreement and any other information reasonably requested by such
Rating Agency to monitor this transaction. If CarMax is no longer the Servicer, the successor Servicer shall provide any required Rating Agency notices, reports or other communications to the Depositor, who promptly shall provide such notices,
reports or communications to the Rating Agencies.
 3.15 Communications Between Noteholders . The Servicer will comply with its
obligations under Section 7.5(b) of the Indenture to include in the Form 10-D filed by the Issuer with the Commission for the Collection Period the information described in such Section.

 ARTICLE IV
 DISTRIBUTIONS; RESERVE
ACCOUNT; STATEMENTS TO
 NOTEHOLDERS AND CERTIFICATEHOLDERS

 4.1 Accounts .
 (a) The
Servicer shall establish, on or before the Closing Date, and prior to the payment in full of the principal of and interest on the Notes, maintain with the Securities Intermediary in the name of the Indenture Trustee at an Eligible Institution (which
shall initially be the Securities Intermediary) a segregated trust account designated as the Collection Account (the “ Collection Account ”). Prior to the payment in full of the principal of and interest on the Notes, the Collection
Account shall be held in trust for the benefit of the Noteholders, under the sole dominion and control of the Indenture Trustee; provided , however , that the Servicer may make deposits to and direct the Indenture Trustee in writing to
make withdrawals from the Collection Account in accordance with this Agreement, the Indenture and the Trust Agreement. Following payment in full of the principal of and interest on the Notes, the Collection Account shall be maintained in the name of
the Issuer at an Eligible Institution and held in trust for the benefit of the Certificateholders. All monies deposited from time to time in the Collection Account pursuant to this Agreement shall be held by the Indenture Trustee as part of the
Trust Estate and shall be applied as provided in this Agreement. All deposits to and withdrawals from the Collection Account shall be made only upon the terms and conditions of the Transaction Documents.

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 If the Servicer is required to remit collections on a daily basis pursuant to the first
sentence of Section 4.2, all amounts held in the Collection Account shall, to the extent permitted by applicable law, rules and regulations, be invested, as directed in writing by the Servicer, by the bank or trust company then maintaining the
Collection Account in Permitted Investments that mature not later than the Business Day preceding the Distribution Date following the Collection Period during which such investment is made. Each of the Permitted Investments may be purchased by the
Indenture Trustee or through an Affiliate of the Indenture Trustee. All such Permitted Investments shall be held to maturity. If the Collection Account is no longer maintained at an Eligible Institution, the Servicer shall, with the Indenture
Trustee’s assistance as necessary, promptly (and in any case within ten (10) calendar days or such longer period not to exceed thirty (30) calendar days as to which each Rating Agency shall consent) cause the Collection Account to be
moved to an Eligible Institution. The Servicer shall promptly notify the Indenture Trustee and the Owner Trustee of any change in the account number or location of the Collection Account.

 On the Distribution Date on which the Notes have been paid in full (other than in connection with the Servicer’s exercise of its
optional purchase right), the Indenture Trustee will take all necessary or appropriate actions, as directed by the Issuer and at no expense to the Indenture Trustee, the Grantor Trust Trustee or the Owner Trustee, to transfer all of its right, title
and interest in the Collection Account (including any investments and investment income) to the Paying Agent for the benefit of the Certificateholders. Following such transfer, the Collection Account will be maintained under the sole dominion and
control of the Paying Agent for the benefit of the Certificateholders and the Paying Agent will make distributions from the Collection Account.

 (b) The Servicer shall establish, on or before the Closing Date, and maintain in the name of the Indenture Trustee at an Eligible Institution
(which shall initially be the Securities Intermediary) a segregated trust account designated as the Note Payment Account (the “ Note Payment Account ”). The Note Payment Account shall be held in trust for the benefit of the
Noteholders. The Note Payment Account shall be under the sole dominion and control of the Indenture Trustee; provided , however , that the Servicer may make deposits to and direct the Indenture Trustee in writing to make withdrawals from
the Note Payment Account in accordance with this Agreement and the Indenture. All monies deposited from time to time in the Note Payment Account pursuant to this Agreement and the Indenture shall be held by the Indenture Trustee as part of the Trust
Estate and shall be applied as provided in this Agreement and the Indenture. The amounts on deposit in the Note Payment Account shall not be invested. If the Note Payment Account is no longer maintained at an Eligible Institution, the Servicer
shall, with the Indenture Trustee’s assistance as necessary, promptly (and in any case within ten (10) calendar days or such longer period not to exceed thirty (30) calendar days as to which each Rating Agency may consent) cause the
Note Payment Account to be moved to an Eligible Institution. The Servicer shall promptly notify the Indenture Trustee and the Owner Trustee of any change in the account number or location of the Note Payment Account.

 (c) The Servicer shall establish, on or before the Closing Date, and maintain in the name of the Indenture Trustee at an Eligible Institution
(which shall initially be the Securities Intermediary) a segregated trust account designated as the “CarMax Select Receivables Trust 2026-B Trust Account” (the “ Certificate Payment
Account ”). The Certificate Payment Account shall be held in trust for the benefit of the Certificateholders. The Certificate Payment Account

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shall be under the sole dominion and control of the Indenture Trustee; provided , however , that the Servicer may direct the Indenture Trustee in writing to make deposits to the
Certificate Payment Account in accordance with this Agreement and the Indenture and may direct the Indenture Trustee to make withdrawals from the Certificate Payment Account in accordance with this Agreement and the Trust Agreement. All monies
deposited from time to time in the Certificate Payment Account pursuant to this Agreement and the Indenture shall be held by the Indenture Trustee as part of the Trust Estate and shall be applied as provided in this Agreement and the Trust
Agreement. The amounts on deposit in the Certificate Payment Account shall not be invested. If the Certificate Payment Account is no longer maintained at an Eligible Institution, the Servicer shall, with the Indenture Trustee’s assistance as
necessary, promptly (and in any case within ten (10) calendar days or such longer period not to exceed thirty (30) calendar days as to which each Rating Agency may consent) cause the Certificate Payment Account to be moved to an Eligible
Institution. The Servicer shall promptly notify the Indenture Trustee and the Owner Trustee of any change in the account number or location of the Certificate Payment Account.

 (d) If, on any Distribution Date, the aggregate amount on deposit in the Collection Account and the Reserve Account equals or exceeds the sum
of (i) the Note Balance as of the day preceding such Distribution Date, (ii) the Total Note Interest for each Class of Notes for such Distribution Date, (iii) the Total Servicing Fee for the preceding Collection Period, any
Unreimbursed Servicer Advances and any Unrelated Amounts for the preceding Collection Period and (iv) all amounts due to the Asset Representations Reviewer pursuant to the Asset Representations Review Agreement not previously paid by the
Servicer, then the Servicer shall instruct the Indenture Trustee to (A) transfer all amounts on deposit in the Reserve Account on such Distribution Date from the Reserve Account to the Collection Account and (B) include such amounts in
Available Funds for purposes of application pursuant to Section 2.8(a) of the Indenture on such Distribution Date (except that (i) no distribution will be made to the Reserve Account pursuant to Section 2.8(a)(xiii) of the Indenture,
and (ii) for purposes of Section 2.8(a)(xiv) of the Indenture, the “Regular Principal Distributable Amount” for such Distribution Date shall be equal to the amount necessary to pay the principal amount of the Notes in full.

 (e) On or before the Closing Date, the Servicer shall cause the Indenture Trustee to establish and maintain, in the name of the Indenture
Trustee, a settlement account which will be used to facilitate the wire transfer of the offering proceeds of the Notes on the Closing Date. The Indenture Trustee shall deposit and distribute amounts in such settlement account on or before the
Closing Date in accordance with the written direction by or on behalf of the Servicer. Such settlement account will be closed by the Indenture Trustee not later than thirty (30) days following the Closing Date.

 (f) The Servicer shall have the power, revocable by the Indenture Trustee or by the Trust with the consent of the Indenture Trustee, in each
case at the written direction of the Holders of the Notes evidencing not less than 51% of the Note Balance of the Controlling Class, to instruct the Indenture Trustee to make withdrawals and payments from the Collection Account, the Note Payment
Account, the Reserve Account and the Certificate Payment Account for the purpose of permitting the Servicer or the Owner Trustee to carry out its respective duties hereunder or under the Trust Agreement or permitting the Indenture Trustee to carry
out its duties under the Indenture.

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 4.2 Collections . The Servicer shall remit to the Collection Account all amounts
(excluding, for the avoidance of doubt, any Supplemental Servicing Fees) received by the Servicer on or in respect of the Receivables (including Liquidation Proceeds and all amounts received by the Servicer in connection with the repossession and
sale of a Financed Vehicle (whether or not the related Receivable has been classified as a Defaulted Receivable)) but excluding payments with respect to Purchased Receivables) as soon as practicable and in no event after the close of business on the
second Business Day after such receipt; provided, however, that for so long as (i) CarMax is the Servicer, (ii) no Event of Servicing Termination shall have occurred and be continuing and (iii) CarMax’s short-term unsecured debt
is rated at least “A-1” by S&P Global Ratings and “F1” by Fitch Ratings, Inc. (the “ Monthly Remittance Condition ”), the Servicer may remit any such amounts
received during any Collection Period to the Collection Account in immediately available funds on the Business Day preceding the Distribution Date following such Collection Period (it being understood that the Monthly Remittance Condition has not
been satisfied as of the Closing Date); provided further, that if any such amounts (including Liquidation Proceeds and all amounts received by the Servicer in connection with the repossession and sale of a Financed Vehicle (whether or not the
related Receivable has been classified as a Defaulted Receivable)) are received in respect of a Receivable as to which there is an unreimbursed Simple Interest Advance, the Servicer shall retain such amounts to the extent of such unreimbursed Simple
Interest Advance (and shall apply the amount retained to reimburse itself for such unreimbursed Simple Interest Advance) and shall remit the balance of such amounts to the Collection Account; and, provided further, that the Servicer shall, if it
determines that it has made an Unreimbursed Servicer Advance, retain amounts received on or in respect of the Receivables to the extent set forth in Section 4.4(b). The Owner Trustee and the Indenture Trustee shall not be deemed to have
knowledge of any event or circumstance under clauses (ii) or (iii) of the definition of Monthly Remittance Condition that would require daily remittance by the Servicer to the Collection Account unless the Owner Trustee or the Indenture
Trustee, as applicable, has received notice of such event or circumstance at its Corporate Trust Office from the Depositor or the Servicer in an Officer’s Certificate or written notice of such event or circumstance from the Holders of Notes
evidencing not less than 25% of the Note Balance of the Controlling Class or unless a Responsible Officer of the Owner Trustee or the Indenture Trustee, as applicable, has actual knowledge of such event or circumstance. The Servicer shall remit
to the Collection Account on the Closing Date all amounts received by the Servicer on or in respect of the Receivables (including Liquidation Proceeds and all amounts received by the Servicer in connection with the repossession and sale of a
Financed Vehicle (whether or not the related Receivable has been classified as a Defaulted Receivable)) during the period from but excluding the Cutoff Date to and including the second Business Day preceding the Closing Date.

 4.3 Application of Collections . For purposes of this Agreement, all amounts (excluding, for the avoidance of doubt, any Supplemental
Servicing Fees) received on or in respect of a Receivable during any Collection Period (including Liquidation Proceeds and all amounts received by the Servicer in connection with the repossession and sale of a Financed Vehicle (whether or not the
related Receivable has been classified as a Defaulted Receivable) but excluding payments with respect to Purchased Receivables) shall be applied by the Servicer, as of the last day of such Collection Period, to interest and principal on such
Receivable in accordance with the Simple Interest Method.

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 4.4 Simple Interest Advances and Unreimbursed Servicer Advances .

 (a) If, as of the end of any Collection Period, one or more payments of Monthly P&I due under any Receivable (other than a Defaulted
Receivable) outstanding at the end of such Collection Period shall not have been received by the Servicer and remitted to the Collection Account pursuant to Section 4.2, the Servicer may, at its option, make, on the Business Day preceding the
Distribution Date immediately following such Collection Period, a Simple Interest Advance with respect to such Receivable, to the extent that the Servicer determines that such advances will be recoverable from subsequent collections or recoveries on
the Receivables, by depositing in or crediting to the Collection Account the amount of Monthly P&I allocable to interest scheduled to have been paid during such Collection Period, assuming that such Receivable was paid on its due date,
 minus the amount of Monthly P&I actually received and allocated to interest, if any, with respect to such Receivable during such Collection Period.

 (b) If the Servicer determines that it has made an Unreimbursed Servicer Advance, the Servicer shall reimburse itself for such Unreimbursed
Servicer Advance from unrelated amounts received by the Servicer on or in respect of the Receivables (including Liquidation Proceeds and all amounts received by the Servicer in connection with the repossession and sale of a Financed Vehicle (whether
or not the related Receivable has been classified as a Defaulted Receivable)); provided , however , that the Servicer shall furnish to the Indenture Trustee and the Owner Trustee, on or before the Distribution Date following the
Collection Period during which such reimbursement is taken, a certificate of a Servicing Officer setting forth the basis for such determination, the amount of such Unreimbursed Servicer Advance, the Receivable with respect to which such Unreimbursed
Servicer Advance was made and the installments or other proceeds with respect to which such reimbursement was taken.
 4.5 Additional
Deposits . The Depositor and the Servicer shall deposit or cause to be deposited in the Collection Account the aggregate Purchase Amount with respect to Purchased Receivables pursuant to Sections 2.4, 3.7 or 9.1, and on the Distribution Date
specified in Section 4.1 of the Receivables Contribution Agreement, the Servicer shall deposit into the Collection Account all amounts, if any, to be paid by the Servicer under Section 4.1 of the Receivables Contribution Agreement. All
such deposits described above with respect to a Collection Period shall be made in immediately available funds no later than noon, New York City time, on the Distribution Date following such Collection Period.

 4.6 Determination Date Calculations; Application of Available Funds .

 (a) On each Determination Date, the Servicer shall calculate the following amounts:

 (i) the Available Collections for the following Distribution Date;

 (ii) the Total Servicing Fee, any Unreimbursed Servicer Advances and any Unrelated Amounts for the preceding Collection Period;

 (iii) any payments pursuant to Section 2.8(a)(ii) of the Indenture, including any amounts due to the Asset
Representations Reviewer pursuant to the Asset Representations Review Agreement (to the extent not previously paid by the Servicer) pursuant to Section 2.8(a)(ii)(b) of the Indenture;

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 (iv) the Total Note Interest for each Class of Class A Notes for
the following Distribution Date;
 (v) the Priority Principal Distributable Amount for the following Distribution Date;

 (vi) the Total Note Interest for the Class B Notes for the following Distribution Date;

 (vii) the Secondary Principal Distributable Amount for the following Distribution Date;

 (viii) the Total Note Interest for the Class C Notes for the following Distribution Date;

 (ix) the Tertiary Principal Distributable Amount for the following Distribution Date;

 (x) the Total Note Interest for the Class D Notes for the following Distribution Date;

 (xi) the Quaternary Principal Distributable Amount for the following Distribution Date;

 (xii) the Total Note Interest for the Class E Notes for the following Distribution Date;

 (xiii) the Quinary Principal Distributable Amount for the following Distribution Date;

 (xiv) the sum of the amounts described in clauses (ii) through (xiii) above (the “ Required Payment
Amount ”);
 (xv) the Regular Principal Distributable Amount for the following Distribution Date;

 (xvi) any payments pursuant to Section 2.8(a)(xv) of the Indenture; and

 (xvii) whether a Delinquency Trigger Event has occurred.

 (b) On each Determination Date, the Servicer shall calculate the following amounts:

 (i) the lesser of (A) the amount, if any, by which the Required Payment Amount for the following Distribution Date exceeds
the Available Collections for such Distribution Date and (B) the Reserve Account Amount for such Distribution Date (before giving effect to any deposits to or withdrawals from the Reserve Account on such Distribution Date) (such lesser amount,
the “ Reserve Account Draw Amount ”); provided ,

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that, the Reserve Account Draw Amount will be reduced by any Unreimbursed Servicer Advance and any amounts owing to CarMax or any Affiliate of CarMax to the extent such Person is the Servicer;
 provided , however , that (i) if on the last day of the preceding Collection Period the Pool Balance is zero, the Reserve Account Draw Amount for such Distribution Date shall equal the Reserve Account Amount for such Distribution
Date or (ii) if an Event of Default has occurred and the Notes have been declared due and payable (and such declaration has not been rescinded or annulled), the Reserve Account Draw Amount for the related Distribution Date shall equal the
Reserve Account Amount for such Distribution Date;
 (ii) the Reserve Account Amount for the following Distribution Date
(after giving effect to the withdrawal of the Reserve Account Draw Amount for such Distribution Date); and
 (iii) the
amount, if any, by which the Required Reserve Account Amount for the following Distribution Date exceeds the Reserve Account Amount for such Distribution Date (after giving effect to the withdrawal of the Reserve Account Draw Amount for such
Distribution Date) (such excess, the “ Reserve Account Deficiency ”).
 On each Distribution Date, the Servicer shall
instruct the Indenture Trustee to transfer the Reserve Account Draw Amount, if any, for such Distribution Date from the Reserve Account to the Collection Account.

 (c) [RESERVED].
 (d) On each
Distribution Date, the Servicer shall instruct the Indenture Trustee (or, if the Indenture Trustee is not the Paying Agent, the Paying Agent) in writing to apply the Available Funds for such Distribution Date to make the payments and deposits set
forth in Sections 2.8(a) or 5.4(b) of the Indenture, as applicable.
 4.7 Reserve Account .

 (a) The Servicer shall establish, on or before the Closing Date, and maintain in the name of the Indenture Trustee at an Eligible Institution
(which shall initially be the Securities Intermediary) a segregated trust account designated as the Reserve Account (the “ Reserve Account ”). The Reserve Account shall be held in trust for the benefit of the Noteholders and the
Certificateholders. The Reserve Account shall be under the sole dominion and control of the Indenture Trustee; provided , however , that the Servicer may make deposits to and direct the Indenture Trustee in writing to make withdrawals
from the Reserve Account in accordance with this Agreement and the Indenture. On the Closing Date, the Depositor shall deposit the Initial Reserve Account Deposit into the Reserve Account. Pursuant to the Indenture, the Trust will pledge all of its
right, title and interest in, to and under the Reserve Account, and all amounts, securities, investments, financial assets and other property deposited in or credited to the Reserve Account (the “ Reserve Account Property ”), to the
Indenture Trustee on behalf of the Noteholders to secure its obligations under the Notes and the Indenture.

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 (b) The Reserve Account Property shall, to the extent permitted by applicable law, rules and
regulations, be invested, as directed in writing by the Servicer, by the bank or trust company then maintaining the Reserve Account in Permitted Investments that mature not later than the Business Day preceding the next Distribution Date. All such
Permitted Investments shall be held to maturity. The Servicer acknowledges that upon its written request and at no additional cost, it has the right to receive notification after the completion of each such investment or the Indenture
Trustee’s receipt of a broker’s confirmation. The Servicer agrees that such notifications shall not be provided by the Indenture Trustee hereunder, and the Indenture Trustee shall make available, upon request and in lieu of
notifications, periodic account statements that reflect such investment activity. No statement need be made available if no activity has occurred in the Reserve Account during such period. On any Distribution Date, all interest and other income (net
of losses and investment expenses) on funds on deposit in the Reserve Account, to the extent that funds on deposit therein, as certified by the Servicer, exceed the Required Reserve Account Amount, shall, at the written direction of the Servicer,
(i) first, be deposited into the Note Payment Account, for payment of principal of the Notes in the priority set forth in Section 2.8(d) of the Indenture, to the extent of any unfunded Regular Principal Distributable Amount, if any, on
such Distribution Date (after giving effect to the application of Available Funds on such Distribution Date), (ii) second, be paid to the Asset Representations Reviewer, the Indenture Trustee or any other successor Servicer, as applicable, to the
extent of any unfunded amounts payable pursuant to Section 2.8(a)(xv) of the Indenture, if any, on such Distribution Date (after giving effect to the application of Available Funds on such Distribution Date) and (iii) third, be distributed
to the Certificateholders. If the Reserve Account is no longer maintained at an Eligible Institution, the Servicer shall, with the Indenture Trustee’s assistance as necessary, promptly (and in any case within ten (10) calendar days or
such longer period not to exceed thirty (30) calendar days as to which each Rating Agency may consent) cause the Reserve Account to be moved to an Eligible Institution. The Servicer shall promptly notify the Indenture Trustee and the Owner
Trustee in writing of any change in the account number or location of the Reserve Account.
 (c) With respect to any Reserve Account
Property:
 (i) any Reserve Account Property that is a “financial asset” (as defined in Section 8-102(a)(9) of the Relevant UCC) shall be physically delivered to, or credited to an account in the name of, the Eligible Institution maintaining the Reserve Account, in accordance with such
institution’s customary procedures such that such institution establishes a “securities entitlement” in favor of the Indenture Trustee with respect thereto;

 (ii) any Reserve Account Property that is held in deposit accounts shall be held solely in the name of the Indenture Trustee at
one or more Eligible Institutions and each such deposit account shall be subject to the exclusive custody and control of the Indenture Trustee and the Indenture Trustee shall have sole signature authority with respect thereto; and

 (iii) except for any deposit accounts specified in clause (ii) above, the Reserve Account shall only be invested in
securities or in other assets which the Eligible Institution maintaining the Reserve Account agrees to treat as “financial assets” (as defined in Section 8-102(a)(9) of the Relevant UCC).

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 (d) If the Reserve Account Amount for any Distribution Date (after giving effect to the
withdrawal of the Reserve Account Draw Amount for such Distribution Date) exceeds the Required Reserve Account Amount for such Distribution Date, the Servicer shall instruct the Indenture Trustee in writing to distribute the amount of such excess
(i) first, to the Note Payment Account, for payment of principal of the Notes in the priority set forth in Section 2.8(d) of the Indenture, to the extent of any unfunded Regular Principal Distributable Amount, if any, on such Distribution
Date (after giving effect to the application of Available Funds on such Distribution Date), (ii) second, to be paid to the Asset Representations Reviewer, the Indenture Trustee or any other successor Servicer, as applicable, to the extent of any
unfunded amounts payable pursuant to Section 2.8(a)(xv) of the Indenture, if any, on such Distribution Date (after giving effect to the application of Available Funds on such Distribution Date) and (iii) third, to the Certificateholders.

 (e) If the Note Balance, and all other amounts owing or to be distributed hereunder or under the Indenture to the Noteholders, have been
paid in full, any remaining Reserve Account Property shall be distributed to the Certificateholders.
 4.8 Net Deposits . As an
administrative convenience, unless the Servicer is required to remit collections on a daily basis pursuant to the first sentence of Section 4.2, the Depositor and the Servicer may make any remittance pursuant to this Article IV with respect to
a Collection Period net of distributions or reimbursements to be made to the Depositor or the Servicer with respect to such Collection Period; provided , however , that such obligations shall remain separate obligations, no party shall
have a right of offset and each such party shall account for all of the above described remittances and distributions as if the amounts were deposited and/or transferred separately.

 4.9 Statements to Noteholders and Certificateholders . On or prior to each Determination Date, the Servicer shall provide to the
Indenture Trustee (with copies to the Depositor, the Rating Agencies and each Paying Agent), for the Indenture Trustee to make available to each Note Owner as described below, and to each Certificateholder of record as of the most recent Record
Date, the Servicer’s Certificate. Each such statement shall set forth at least the following information as to the Notes and the Certificates (to the extent applicable) with respect to the distribution to be made on such Distribution Date:

 (i) the amount of such distribution allocable to principal for each Class of Notes;

 (ii) the Priority Principal Distributable Amount for such Distribution Date;

 (iii) the Secondary Principal Distributable Amount for such Distribution Date;

 (iv) the Tertiary Principal Distributable Amount for such Distribution Date;

 (v) the Quaternary Principal Distributable Amount for such Distribution Date;

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 (vi) the Quinary Principal Distributable Amount for such Distribution Date;

 (vii) the Regular Principal Distributable Amount for such Distribution Date;

 (viii) the amount of such distribution allocable to current and overdue interest (including any interest on overdue interest)
for each Class of Notes;
 (ix) the Total Servicing Fee for the preceding Collection Period;

 (x) the aggregate outstanding principal balance of each Class of Notes and the Note Pool Factor with respect to each
Class of Notes (in each case after giving effect to payments allocated to principal reported under clause (i) above);

 (xi) the Pool Balance as of the close of business on the last day of the preceding Collection Period;

 (xii) the Reserve Account Amount on such Distribution Date (after giving effect to all deposits to or withdrawals from the
Reserve Account on such Distribution Date);
 (xiii) the Reserve Account Draw Amount for such Distribution Date;

 (xiv) the aggregate Purchase Amount of Receivables repurchased by the Depositor or purchased by the Servicer, if any, with
respect to the preceding Collection Period;
 (xv) the number and aggregate Principal Balance of Receivables that were 31-60 days, 61-90 days, 91-120 days or 121 days or more past due as of the last day of the preceding Collection Period in accordance
with the Servicer’s customary practices;
 (xvi) the number of Receivables that were outstanding as of the last day of
the preceding Collection Period;
 (xvii) the Net Losses with respect to the preceding Collection Period;

 (xviii) the Overcollateralization Target Amount for such Distribution Date and the amount by which the Pool Balance exceeds the
Note Balance as of such Distribution Date (after giving effect to any payments made to the Holders of the Notes on such Distribution Date);

 (xix) the amount of Available Collections for the preceding Collection Period; and

 (xx) the amount of Excess Collections with respect to such Distribution Date.

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 The Indenture Trustee will make available each month to each Note Owner and Certificateholder the statements
referred to above (and certain other documents, reports and information regarding the Receivables provided by the Servicer from time to time). The Indenture Trustee’s internet website shall be initially located at https://www.pivot.usbank.com
or at such other address as shall be specified by the Indenture Trustee from time to time in writing to the Noteholders, the Owner Trustee, the Servicer, the Issuer, the Certificate Registrar or any Paying Agent. In connection with providing access
to the Indenture Trustee’s internet website, the Indenture Trustee may require registration and the acceptance of a disclaimer. The Indenture Trustee shall not be liable for the dissemination of information in accordance with this Agreement.
The Indenture Trustee shall notify the Noteholders in writing of any changes in the address or means of access to the Internet website where the reports are accessible. The Indenture Trustee makes no representation or warranty as to the accuracy or
completeness of such documents and will assume no responsibility therefor.
 4.10 Control of Securities Accounts . Notwithstanding
anything to the contrary contained herein, the Trust agrees that each of the Collection Account, the Note Payment Account, the Certificate Payment Account and the Reserve Account will only be established at an Eligible Institution that agrees
substantially as follows: (i) it will comply with “entitlement orders” (as defined in Section 8-102(a)(8) of the Relevant UCC) relating to such accounts issued by the Indenture Trustee
without further consent by the Trust; (ii) until the termination of the Indenture, it will not enter into any other agreement relating to any such account pursuant to which it agrees to comply with entitlement orders of any Person other than
the Indenture Trustee; and (iii) all assets delivered or credited to it in connection with such accounts and all investments thereof will be promptly credited to such accounts.

 ARTICLE V
 [RESERVED]

 ARTICLE VI
 THE DEPOSITOR

 6.1 Representations and Warranties of Depositor . The Depositor makes the following representations and warranties on which the Trust
shall be deemed to have relied in accepting the Trust Property. The representations and warranties speak as of the execution and delivery of this Agreement and shall survive the sale, transfer, assignment and conveyance of the Trust Property to the
Trust pursuant to this Agreement, the sale, transfer, assignment and conveyance of the Trust Property to the Grantor Trust pursuant to the Receivables Contribution Agreement and the pledge of the Trust Property to the Indenture Trustee pursuant to
the Indenture:
 (a) Organization and Good Standing . The Depositor has been duly organized and is validly existing as a limited
liability company in good standing under the laws of the State of Delaware, has the power, authority and legal right to own its properties and to conduct its business as such properties are currently owned and such business is currently conducted,
and has the power, authority and legal right to acquire, own and sell the Receivables.
 (b) Due Qualification . The Depositor is
duly qualified to do business as a foreign limited liability company in good standing and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of its property, the conduct of its business or the
entering into, or the performance, of its obligations under the Transaction Documents to which it is a party requires such qualification.

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 (c) Power and Authority . The Depositor has the power and authority to execute,
deliver and perform its obligations under this Agreement. The Depositor has the power and authority to sell, assign, transfer and convey the property to be transferred to and deposited with the Trust and has duly authorized such transfer and deposit
by all necessary limited liability company action, and the execution, delivery and performance of this Agreement has been duly authorized by the Depositor by all necessary limited liability company action.

 (d) Valid Transfer; Binding Obligation . This Agreement effects a valid sale, transfer, assignment and conveyance to the Trust of the
Receivables and the other Trust Property enforceable against all creditors of and purchasers from the Depositor. This Agreement constitutes legal, valid and binding obligations of the Depositor, enforceable against the Depositor in accordance with
their terms, subject, as to enforceability, to applicable bankruptcy, insolvency, reorganization, conservatorship, receivership, liquidation and other similar laws and to general equitable principles.

 (e) No Violation . The execution, delivery and performance by the Depositor of this Agreement, the consummation of the transactions
contemplated hereby and the fulfillment of the terms hereof will not conflict with, result in a breach of any of the terms and provisions of or constitute (with or without notice or lapse of time or both) a default under the certificate of formation
or limited liability company agreement of the Depositor or any material indenture, agreement, mortgage, deed of trust or other instrument to which the Depositor is a party or by which the Depositor is bound or to which any of its properties are
subject, or result in the creation or imposition of any lien upon any of its properties pursuant to the terms of any such indenture, agreement, mortgage, deed of trust or other instrument (other than pursuant to this Agreement), or violate any law,
order, rule or regulation applicable to the Depositor or its properties of any federal or State regulatory body, court, administrative agency or other governmental instrumentality having jurisdiction over the Depositor or any of its properties.

 (f) No Proceedings . There are no proceedings or investigations pending or, to the knowledge of the Depositor, threatened against the
Depositor before any court, regulatory body, administrative agency or other governmental instrumentality having jurisdiction over the Depositor or its properties (i) asserting the invalidity of this Agreement, the Indenture, the Trust
Agreement, any of the other Transaction Documents, the Notes or the Certificates, (ii) seeking to prevent the issuance of the Notes or the Certificates or the consummation of any of the transactions contemplated by this Agreement, the
Indenture, the Trust Agreement or any of the other Transaction Documents, (iii) seeking any determination or ruling that, in the reasonable judgment of the Depositor, would materially and adversely affect the performance by the Depositor of its
obligations under, or the validity or enforceability of, this Agreement, the Indenture, the Trust Agreement, any of the other Transaction Documents, the Receivables, the Notes or the Certificates, or (iv) that, in the reasonable judgment of the
Depositor, would adversely affect the federal or Applicable Tax State income, excise, franchise or similar tax attributes of the Trust or of the Notes or the Certificates.

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 6.2 Liability of Depositor; Indemnities .

 (a) The Depositor shall be liable in accordance herewith only to the extent of the obligations specifically undertaken by the Depositor under
this Agreement.
 (b) The Depositor shall indemnify, defend and hold harmless the Trust, the Grantor Trust, the Owner Trustee, the Grantor
Trust Trustee and the Indenture Trustee (in such role and as successor Servicer) from and against any taxes that may at any time be asserted against any such Person with respect to, and as of the date of, the transfer of the Receivables to the Trust
and the Grantor Trust or the issuance and original sale of the Notes or the Certificates, including any sales, gross receipts, general corporation, tangible personal property, privilege or license taxes (but, in the case of the Grantor Trust, not
including any taxes asserted with respect to the ownership of the Receivables or federal or other Applicable Tax State income taxes arising out of the transactions contemplated by this Agreement and the other Transaction Documents), and all costs
and expenses in defending against such taxes.
 (c) The Depositor shall indemnify, defend and hold harmless the Trust, the Grantor Trust,
the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee (in such role and as successor Servicer), the Noteholders and the Certificateholders from and against any loss, liability, claim, action, suit, costs or expense incurred by reason
of (i) the Depositor’s willful misfeasance, bad faith or gross negligence in the performance of its duties under this Agreement or any other Transaction Document to which it is a party or by reason of a reckless disregard of its
obligations and duties under this Agreement or any other Transaction Document to which it is a party and (ii) the Depositor’s violation of federal or State securities laws in connection with the registration or the sale of the Notes.

 (d) The Depositor shall indemnify, defend and hold harmless the Owner Trustee, the Grantor Trust Trustee and the Indenture Trustee (in such
role and as successor Servicer) and their respective officers, directors, employees and agents from and against all costs, expenses, losses, claims, actions, suits, damages and liabilities arising out of or incurred in connection with the acceptance
or performance of the trusts and duties contained herein and in the Trust Agreement in the case of the Owner Trustee, in the Grantor Trust Agreement in the case of the Grantor Trust Trustee, and in the Indenture in the case of the Indenture Trustee,
except to the extent that such cost, expense, loss, claim, damage or liability (i) shall be due to the willful misfeasance, bad faith or gross negligence (except for errors in judgment) of the Owner Trustee, the Grantor Trust Trustee or the
Indenture Trustee, as applicable, (ii) in the case of the Owner Trustee, shall arise from the breach by the Owner Trustee of any of its representations or warranties set forth in the Trust Agreement, (iii) in the case of the Grantor Trust
Trustee, shall arise from the breach by the Grantor Trust Trustee of any of its representations or warranties set forth in the Grantor Trust Agreement, (iv) in the case of the Indenture Trustee, shall arise from the breach by the Indenture
Trustee of any of its representations and warranties set forth in the Indenture or (v) relates to any tax other than the taxes with respect to which either the Depositor or the Servicer shall be required to indemnify the Owner Trustee, the
Grantor Trust Trustee or the Indenture Trustee, as applicable.
 (e) The Depositor shall pay any and all taxes levied or assessed upon all
or any part of the Owner Trust Estate.

 31

 Indemnification under this Section 6.2 shall survive the resignation or removal of the
Owner Trustee, the Grantor Trust Trustee or the Indenture Trustee (in such role and as successor Servicer) and the termination of this Agreement and shall include reasonable fees and expenses of counsel and expenses of litigation including those
incurred in connection with any action, claim or suit brought to enforce the Indenture Trustee’s right to indemnification. If the Depositor shall have made any indemnity payments pursuant to this Section 6.2 and the Person to or on behalf
of whom such payments are made thereafter shall collect any of such amounts from others, such Person shall promptly repay such amounts to the Depositor, without interest. Notwithstanding anything to the contrary contained herein, the Depositor shall
only be required to pay (i) any fees, expenses, indemnities or other liabilities that it may incur under the Transaction Documents from funds available pursuant to, and in accordance with, the payment priorities set forth in this Agreement and
(ii) to the extent the Depositor has additional funds available (other than funds described in the preceding clause (i)) that would be in excess of amounts that would be necessary to pay the debt and other obligations of the Depositor in
accordance with the Depositor’s certificate of formation, operating agreement and all financing documents to which the Depositor is a party. The agreement set forth in the preceding sentence shall constitute a subordination agreement for
purposes of Section 510(a) of the Bankruptcy Code. In addition, no amount owing by the Depositor hereunder in excess of liabilities that it is required to pay in accordance with the preceding sentence shall constitute a “claim” (as
defined in Section 101(5) of the Bankruptcy Code) against it.
 6.3 Merger or Consolidation of, or Assumption of the Obligations
of, Depositor . Any Person (i) into which the Depositor shall be merged or consolidated, (ii) resulting from any merger, conversion or consolidation to which the Depositor shall be a party or (iii) that shall succeed by purchase
and assumption to all or substantially all of the business of the Depositor, which Person in any of the foregoing cases executes an agreement of assumption to perform every obligation of the Depositor under this Agreement, shall be the successor to
the Depositor under this Agreement without the execution or filing of any other document or any further act on the part of any of the parties to this Agreement; provided, however, that (x) the Depositor shall have delivered to the Owner Trustee
and the Indenture Trustee an Officer’s Certificate and an Opinion of Counsel each stating that such merger, conversion, consolidation or succession and such agreement of assumption comply with this Section 6.3, (y) the Depositor shall
have delivered to the Owner Trustee and the Indenture Trustee an Opinion of Counsel either (A) stating that, in the opinion of such counsel, all financing statements and continuation statements and amendments thereto have been authorized and
filed that are necessary to fully preserve and protect the interest of the Trust, the Grantor Trust and the Indenture Trustee, respectively, in the Receivables, and reciting the details of such filings or referring to prior Opinions of Counsel in
which such details are given, or (B) stating that, in the opinion of such counsel, no such action shall be necessary to fully preserve and protect such interest and (z) the Rating Agency Condition shall have been satisfied. Notwithstanding
anything to the contrary contained herein, the execution of the foregoing agreement of assumption and compliance with clauses (x), (y) and (z) above shall be conditions to the consummation of the transactions referred to in clauses (i), (ii)
and (iii) above.

 32

 6.4 Limitation on Liability of Depositor and Others .

 (a) Neither the Depositor nor any of the directors, officers, employees or agents of the Depositor shall be under any liability to the Trust,
the Grantor Trust, the Noteholders or the Certificateholders for any action taken or for refraining from the taking of any action pursuant to this Agreement or for errors in judgment; provided , however , that this provision shall not
protect the Depositor or any such Person against any liability that would otherwise be imposed by reason of willful misfeasance or bad faith in the performance of duties or by reason of reckless disregard of obligations and duties under this
Agreement, or by reason of gross negligence in the performance of duties under this Agreement (except for errors in judgment). The Depositor, and its directors, officers, employees and agents, may rely in good faith on the advice of counsel or on
any document of any kind prima facie properly executed and submitted by any Person in respect of any matters arising under this Agreement.

 (b) The Depositor shall not be under any obligation to appear in, prosecute or defend any legal action that shall not be incidental to its
obligations under this Agreement and that in its opinion may involve it in any expense or liability.
 6.5 Depositor May Own Notes or
Certificates . The Depositor, and any Affiliate of the Depositor, may, in its individual or any other capacity, become the owner or pledgee of Notes or Certificates with the same rights as it would have if it were not the Depositor or an
Affiliate of the Depositor, except as otherwise expressly provided herein (including in the definition of “Note Balance”) or in the other Transaction Documents. Except as otherwise expressly provided herein (including the definition of
“Note Balance”) or in the other Transaction Documents, Notes and Certificates so owned by or pledged to the Depositor or such Affiliate shall have an equal and proportionate benefit under the provisions of this Agreement and the other
Transaction Documents, without preference, priority or distinction as among the Notes and the Certificates.
 6.6 Covenant With Respect
To the Asset Representations Reviewer (a) . The Depositor shall promptly deliver to the Seller any Asset Representations Review Notice. Each of the Depositor, the Trust and the Grantor Trust agrees to cooperate with the Asset Representations
Reviewer, the Servicer and the Seller with respect to any Asset Representation Review commenced in accordance with Section 7.6 of the Indenture.

 6.7 Certain Limitations .

 (a) The purpose of the Depositor shall be limited to the conduct or promotion of the following activities: (i) to acquire, lease, own,
hold, sell, transfer, convey, dispose of, pledge, assign, borrow money against, grant a security interest in, finance, refinance or otherwise deal with, publicly or privately and whether with unrelated third parties or with affiliated entities,
automotive installment sale contracts and service contracts originated or acquired by CarMax or its Affiliates or interests therein, the related motor vehicles or interests therein and the related documentation and monies due or to become due
thereunder, proceeds from claims on insurance policies related thereto and all related rights and the proceeds of any of the foregoing (collectively, the “ Assets ”), (ii) to perform its obligations under the Basic Documents
(as defined in the limited liability company agreement of the Depositor (the “ LLC Agreement ”)), (iii) to act as settlor or grantor of one or more trusts or special purpose entities (each, a “ Securitization
Trust ”) formed pursuant to a trust agreement or other agreement, which Securitization Trust may issue one or more series or classes of certificates, bonds, notes or other evidences of interest or indebtedness (collectively,
“ Securities ”) secured by or representing beneficial interests in the Assets, (iv) to

 33

acquire Securities or other property of a Securitization Trust (including remainder interests in collateral or reserve accounts) or any interest in any of the foregoing, (v) to cause the
issuance of, authorize, sell and deliver Securities or other instruments secured or collateralized by Securities, (vi) to own equity interests in other limited liability companies or partnerships whose purposes are substantially restricted to
those described in clauses (i) through (v) above, (vii) to borrow money other than pursuant to clause (i) above, but only to the extent that such borrowing is permitted by the terms of the transactions contemplated by clauses
(i) through (vi) above, (viii) to loan or otherwise invest funds received as a result of the Depositor’s interest in any Securitization Trust or Securities and any other income, as determined by the Member (as defined in the LLC
Agreement) of the Depositor from time to time, and (ix) to (A) negotiate, authorize, execute, deliver or assume or perform the obligations under any agreement, instrument or document relating to the activities set forth in clauses
(i) through (viii) above, including the Basic Documents (as defined in the LLC Agreement) and (B) engage in any lawful act or activity and to exercise any powers permitted to limited liability companies organized under the laws of the
State of Delaware that are incidental to and necessary, convenient or advisable for the accomplishment of the above-mentioned purposes, including the entering into of (x) interest rate or basis swap, cap, floor or collar agreements, currency
exchange agreements or similar hedging transactions, (y) any agreement providing for the funding of any amount due under any of the Securities through direct borrowings, letters of credit, insurance or otherwise and (z) referral,
management, servicing and administration agreements. Capitalized terms used in the following sentence, other than the terms “Depositor” and “LLC Agreement”, have the respective meanings assigned to them in the LLC Agreement.
So long as any Obligation is outstanding, the Depositor shall not (i) except as contemplated in the Basic Documents, guarantee any obligation of any Person, including any Affiliate, (ii) engage, directly or indirectly, in any business
other than the activities required or permitted to be performed under Article Three of the LLC Agreement, the Basic Documents or Section 4.10 of the LLC Agreement, (iii) incur, create or assume any indebtedness other than as expressly
permitted under Article Three of the LLC Agreement, the Basic Documents or Section 4.10 of the LLC Agreement, (iv) make or permit to remain outstanding any loan or advance to, or own or acquire any stock or securities of, any Person,
except that the Depositor may invest in those investments permitted under Article Three of the LLC Agreement, the Basic Documents or Section 4.10 of the LLC Agreement and may make any advance required or expressly permitted to be made pursuant
to any provision of…

EX-99.2 · d128690dex992.htm

EX-99.2
 11
 d128690dex992.htm
 EX-99.2

 Exhibit 99.2

 CARMAX BUSINESS SERVICES, LLC,
 as
Seller,
 and
 CARMAX AUTO
FUNDING LLC,
 as Purchaser

 RECEIVABLES PURCHASE AGREEMENT

 Dated as of June 1, 2026

 TABLE OF CONTENTS

 Page

 ARTICLE I DEFINITIONS

 1

 SECTION 1.1

 Definitions and Other Definitional Provisions

 1

 ARTICLE II CONVEYANCE OF RECEIVABLES

 2

 SECTION 2.1

 Sale and Conveyance of Receivables

 2

 SECTION 2.2

 Receivables Purchase Price; Payments on the Receivables

 3

 SECTION 2.3

 Transfer of Receivables

 4

 SECTION 2.4

 Examination of Receivable Files

 4

 SECTION 2.5

 Expenses

 4

 ARTICLE III REPRESENTATIONS AND WARRANTIES

 4

 SECTION 3.1

 Representations and Warranties of the Purchaser

 4

 SECTION 3.2

 Representations and Warranties of the Seller

 5

 SECTION 3.3

 Representations and Warranties as to the Pool of Receivables

 6

 SECTION 3.4

 Representations and Warranties as to the Receivables

 7

 SECTION 3.5

 Repurchase of Receivables Upon Breach of Representations and Warranties as to the Receivables.

 9

 ARTICLE IV CONDITIONS

 11

 SECTION 4.1

 Conditions to Obligation of the Purchaser

 11

 SECTION 4.2

 Conditions to Obligation of the Seller

 12

 ARTICLE V COVENANTS OF THE SELLER

 12

 SECTION 5.1

 Protection of Right, Title and Interest in, to and Under the Receivables

 12

 SECTION 5.2

 Security Interests

 13

 SECTION 5.3

 Delivery of Payments

 14

 SECTION 5.4

 No Impairment

 14

 SECTION 5.5

 Costs and Expenses

 14

 SECTION 5.6

 Hold Harmless

 14

 SECTION 5.7

 Asset Representations Review

 14

 SECTION 5.8

 Credit Risk Retention

 14

 ARTICLE VI MISCELLANEOUS PROVISIONS

 15

 SECTION 6.1

 Amendment

 15

 SECTION 6.2

 Termination

 16

 i

 Page

 SECTION 6.3

 Governing Law

 16

 SECTION 6.4

 Notices

 16

 SECTION 6.5

 Severability of Provisions

 16

 SECTION 6.6

 Further Assurances

 17

 SECTION 6.7

 No Waiver; Cumulative Remedies

 17

 SECTION 6.8

 Counterparts and Electronic Signature

 17

 SECTION 6.9

 Third-Party Beneficiaries

 17

 SECTION 6.10

 Headings and Table of Contents

 17

 SECTION 6.11

 Representations, Warranties and Agreements to Survive

 17

 SECTION 6.12

 No Proceedings

 17

 SECTION 6.13

 Obligations of Purchaser

 18

 SECTION 6.14

 Legal Fees Associated with Indemnification

 18

 SCHEDULES

 Schedule A

 Receivable Schedule

 EXHIBITS

 Exhibit A

 Bill of Sale and Assignment

 ii

 RECEIVABLES PURCHASE AGREEMENT

 This Receivables Purchase Agreement, dated as of June 1, 2026, is between CarMax Business Services, LLC, a Delaware limited liability
company (“ CarMax ”), as seller (the “ Seller ”), and CarMax Auto Funding LLC, a Delaware limited liability company (“ CarMax Funding ”), as purchaser (the “ Purchaser ”).

 WHEREAS, in the regular course of business, CarMax Auto Superstores, Inc., a Virginia corporation (“ CarMax Auto ”), and
certain affiliates of CarMax Auto originate motor vehicle retail installment sale contracts secured by new and used motor vehicles;

 WHEREAS, the Seller intends to convey all of its right, title and interest in and to contracts having an aggregate outstanding principal
balance of $621,762,247.08 as of the close of business on May 31, 2026 (the “ Receivables ”) to the Purchaser and, concurrently with its purchase of the Receivables, the Purchaser intends to convey all of its right, title and
interest in and to the Receivables to CarMax Select Receivables Trust 2026-B, as issuer (the “ Issuer ”), pursuant to a Sale and Servicing Agreement, dated as of June 1, 2026 (as amended,
supplemented or otherwise modified and in effect from time to time, the “ Sale and Servicing Agreement ”), by and among the Issuer, CarMax Select Receivables Grantor Trust 2026-B, as grantor
trust (the “ Grantor Trust ”), CarMax Funding, as depositor, and CarMax, as servicer; and
 WHEREAS, the Seller and the
Purchaser wish to set forth the terms pursuant to which the Receivables are to be sold by the Seller to the Purchaser;
 NOW, THEREFORE, in
consideration of the mutual terms and covenants contained herein and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

 ARTICLE I
 DEFINITIONS

 SECTION 1.1 Definitions and Other Definitional Provisions .

 (a) Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in Appendix A to the Sale and
Servicing Agreement.
 (b) All terms defined in this Receivables Purchase Agreement shall have the defined meanings when used in any
certificate or other document made or delivered pursuant hereto unless otherwise defined therein.
 (c) As used in this Receivables Purchase
Agreement and in any certificate or other document made or delivered pursuant hereto or thereto, accounting terms not defined in this Receivables Purchase Agreement or in any such certificate or other document, and accounting terms partly defined in
this Receivables Purchase Agreement or in any such certificate or other document to the extent not defined, shall have the respective meanings assigned to them under generally accepted accounting principles. To the extent that the definitions of
accounting terms in this Receivables Purchase Agreement or in any such certificate or other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Receivables
Purchase Agreement or in any such certificate or other document shall control.

 (d) The words “hereof”, “herein” and “hereunder” and
words of similar import when used in this Receivables Purchase Agreement shall refer to this Receivables Purchase Agreement as a whole and not to any particular provision of this Receivables Purchase Agreement; Article, Section, subsection,
Schedule and Exhibit references contained in this Receivables Purchase Agreement are references to Articles, Sections, subsections, Schedules and Exhibits in or to this Receivables Purchase Agreement unless otherwise specified. The term
“proceeds” shall have the meaning set forth in the Relevant UCC (unless otherwise defined herein). The term “including” shall mean “including without limitation.”

 (e) The definitions contained in this Receivables Purchase Agreement are applicable to the singular as well as the plural forms of such terms
and to the masculine as well as to the feminine and neuter genders of such terms.
 (f) Any agreement, instrument or statute defined or
referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments)
references to all attachments thereto and instruments incorporated therein. References to a Person are also to its permitted successors and assigns.

 ARTICLE II
 CONVEYANCE OF
RECEIVABLES
 SECTION 2.1 Sale and Conveyance of Receivables .

 (a) On the Closing Date, subject to the terms and conditions of this Receivables Purchase Agreement, the Seller hereby agrees to sell,
transfer, assign, set over and otherwise convey to the Purchaser, and the Purchaser hereby agrees to purchase from the Seller, without recourse (subject to the Seller’s obligations hereunder and the satisfaction of the conditions set forth in
 Section 4.1 ), all of the right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the following:

 (i) the Receivables;

 (ii) all amounts received on or in respect of the Receivables after the Cutoff Date;

 (iii) the security interests in the Financed Vehicles granted by the Obligors pursuant to the Receivables and any other
interest of the Seller in such Financed Vehicles;
 (iv) all proceeds from claims on or refunds of premiums with respect to
physical damage, theft, GAP, credit life or credit disability insurance policies relating to the Financed Vehicles or the Obligors;

 (v) the Receivable Files;

 2

 (vi) the right to realize upon any property (including the right to receive
future Liquidation Proceeds) that shall have secured a Receivable and have been repossessed by or on behalf of the Grantor Trust; and

 (vii) all present and future claims, demands, causes of action and choses in action in respect of any or all of the foregoing
and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property; all
accounts, general intangibles, chattel paper, instruments, documents, money, investment property, deposit accounts, letters of credit, letter-of-credit rights, insurance
proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations; and all other property which at any time constitutes all or part of or is included in the proceeds of any of the foregoing.

 (b) The parties hereto intend that the conveyance of the Receivables and related property hereunder be a sale and not a loan. In the event that
the conveyance hereunder is not for any reason considered a sale, the Seller hereby grants to the Purchaser a first priority perfected security interest in all of the Seller’s right, title and interest in, to and under the Receivables and all
other property conveyed hereunder and listed in this Section 2.1 and all proceeds of any of the foregoing. The parties intend that this Receivables Purchase Agreement constitute a security agreement under applicable
law. Such grant is made to secure the payment of all amounts payable hereunder, including the Receivables Purchase Price. If such conveyance is for any reason considered to be a loan and not a sale, the Seller consents to the Purchaser transferring
such security interest in favor of the Indenture Trustee and transferring the obligations secured thereby to the Indenture Trustee.
 (c)
The Seller agrees to treat the transfer of the Receivables and the related property contemplated by this Section 2.1 for all purposes as an absolute transfer on all relevant books, records and other applicable documents.

 SECTION 2.2 Receivables Purchase Price; Payments on the Receivables .

 (a) On the Closing Date, in exchange for the Receivables and other assets described in Section 2.1 , the Purchaser
shall pay to the Seller the Receivables Purchase Price. An amount equal to $562,148,311.00 of the Receivables Purchase Price shall be paid by the Purchaser to the Seller in cash or immediately available funds. The remainder of the Receivables
Purchase Price shall be paid by crediting the Seller with a contribution to the capital of the Purchaser. The Purchaser shall deposit an amount equal to the Initial Reserve Account Deposit into the Reserve Account, which account shall be an asset of
the Issuer.
 (b) The Purchaser shall be entitled to, and shall convey such right to the Issuer pursuant to the Sale and Servicing
Agreement, and the Issuer shall convey such right to the Grantor Trust pursuant to the Receivables Contribution Agreement, all payments of principal and interest on or in respect of the Receivables received after the Cutoff Date.

 3

 SECTION 2.3 Transfer of Receivables . Pursuant to the Sale and Servicing Agreement,
the Purchaser will assign all of its right, title and interest in, to and under the Receivables and other assets described in Section 2.1 to the Issuer. Pursuant to the Receivables Contribution Agreement, the Issuer will
assign all of its right, title and interest in, to and under the Receivables and other assets described in Section 2.1 to the Grantor Trust. The parties hereto acknowledge that each of the Issuer and the Grantor Trust will
pledge its rights in, to and under the Receivables and other assets described in Section 2.1 to the Indenture Trustee pursuant to the Indenture. The Purchaser has the right to assign its interest under this Receivables
Purchase Agreement as may be required to effect the purposes of the Sale and Servicing Agreement, without the consent of the Seller, and the Owner Trustee as assignee shall succeed to the rights and obligations hereunder of the Purchaser.

 SECTION 2.4 Examination of Receivable Files . The Seller will make the Receivable Files available to the Purchaser or its agent for
examination during normal business hours at the Seller’s offices or such other location as otherwise shall be agreed upon by the Purchaser and the Seller.

 SECTION 2.5 Expenses . The Seller will reimburse the Purchaser for expenses of the Purchaser in connection with the sale of the Notes,
including expenses which are reimbursable to the Underwriters by the Purchaser pursuant to the Underwriting Agreement.
 ARTICLE III

 REPRESENTATIONS AND WARRANTIES

 SECTION 3.1 Representations and Warranties of the Purchaser . The Purchaser hereby makes the following representations and warranties to
the Seller as of the date of this Receivables Purchase Agreement and as of the Closing Date:
 (a) Organization and Good Standing .
The Purchaser is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are
currently owned and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

 (b) Power and Authority; Binding Obligation . The Purchaser has the power and authority to execute and deliver this Receivables Purchase
Agreement and to carry out its terms; and the execution, delivery and performance of this Receivables Purchase Agreement has been duly authorized by the Purchaser by all necessary action. This Receivables Purchase Agreement constitutes the legal,
valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, subject, as to enforceability, to applicable bankruptcy, insolvency, reorganization, conservatorship, receivership, liquidation and other
similar laws and to general equitable principles.
 (c) No Violation . The consummation of the transactions contemplated by this
Receivables Purchase Agreement and the fulfillment of the terms hereof shall not conflict with, result in any breach of any of the terms and provisions of, nor constitute (with or without notice or lapse of time) a default under, the limited
liability company agreement or certificate of formation of the Purchaser, or conflict with or breach any of the material terms or provisions of, or constitute (with or without notice or lapse of time) a default under, any indenture, agreement or
other instrument to which the Purchaser is a party or by which it may be bound.

 4

 (d) No Proceedings . There are no proceedings or investigations pending, or, to the
knowledge of the Purchaser, threatened, against the Purchaser before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Purchaser or its properties (i) asserting the
invalidity of this Receivables Purchase Agreement, (ii) seeking to prevent the consummation of any of the transactions contemplated by this Receivables Purchase Agreement or (iii) seeking any determination or ruling that, in the reasonable
judgment of the Purchaser, would materially and adversely affect the performance by the Purchaser of its obligations under, or the validity or enforceability of, this Receivables Purchase Agreement or the Receivables.

 SECTION 3.2 Representations and Warranties of the Seller . The Seller hereby makes the following representations and warranties to the
Purchaser as of the date of this Receivables Purchase Agreement and as of the Closing Date:
 (a) Organization and Good Standing . The
Seller is a limited liability company duly organized, validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned
and such business is presently conducted, and had at all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.

 (b) Power and Authority; Binding Obligation . The Seller has the power and authority to execute and deliver this Receivables Purchase
Agreement and to carry out its terms; and the execution, delivery and performance of this Receivables Purchase Agreement has been duly authorized by the Seller by all necessary action. This Receivables Purchase Agreement constitutes the legal, valid
and binding obligation of the Seller, enforceable against the Seller in accordance with its terms, subject, as to enforceability, to applicable bankruptcy, insolvency, reorganization, conservatorship, receivership, liquidation and other similar laws
and to general equitable principles.
 (c) No Violation . The consummation of the transactions contemplated by this Receivables
Purchase Agreement and the fulfillment of the terms hereof shall not conflict with, result in any breach of any of the terms and provisions of, nor constitute (with or without notice or lapse of time) a default under, the certificate of formation or
limited liability company agreement of the Seller, or conflict with or breach any of the material terms or provisions of, or constitute (with or without notice or lapse of time) a default under, any indenture, agreement or other instrument to which
the Seller is a party or by which it may be bound.
 (d) No Proceedings . There are no proceedings or investigations pending, or, to
the knowledge of the Seller, threatened, against the Seller before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Seller or its properties (i) asserting the
invalidity of this Receivables Purchase Agreement, (ii) seeking to prevent the consummation of any of the transactions contemplated by this Receivables Purchase Agreement or (iii) seeking any determination or ruling that, in the reasonable
judgment of the Seller, would materially and adversely affect the performance by the Seller of its obligations under, or the validity or enforceability of, this Receivables Purchase Agreement or the Receivables.

 5

 SECTION 3.3 Representations and Warranties as to the Pool of Receivables . The
Seller hereby makes the following representations and warranties to the Purchaser as of the date of this Receivables Purchase Agreement and as of the Closing Date, which representations and warranties shall remain operative and in full force and
effect, shall survive the transfer and conveyance of the Receivables and other assets described in Section 2.1 by the Seller to the Purchaser, by the Purchaser to the Issuer and by the Issuer to the Grantor Trust, and the
pledge to the Indenture Trustee, and shall inure to the benefit of the Purchaser, the Trustees and the Noteholders:
 (a) Receivable
Schedule . The information set forth in the Receivable Schedule was true and correct in all material respects as of the close of business on the Cutoff Date, and no selection procedures believed to be adverse to the Depositor and/or the
Noteholders were utilized in selecting the Receivables from those retail installment sale contracts which met the criteria contained in this Receivables Purchase Agreement. The information set forth in the data tape or other listing regarding the
Receivables made available to the Depositor and its assigns was true and correct in all material respects as of the close of business on the Cutoff Date.

 (b) Security Interest Matters . This Receivables Purchase Agreement creates a valid and continuing “security interest” (as
defined in the Relevant UCC) in the Receivables in favor of the Depositor, which security interest is prior to all other Liens and is enforceable as such against creditors of and purchasers from the Seller. The Receivables constitute “chattel
paper” (as defined in the Relevant UCC), either evidenced by a tangible copy or an electronic copy. The Seller has caused or will cause on or prior to the Closing Date the filing of all appropriate financing statements in the proper filing
offices in the appropriate jurisdictions under applicable law necessary to perfect the security interest in the Receivables granted to the Depositor under this Receivables Purchase Agreement. Other than the security interest granted to the Depositor
under this Receivables Purchase Agreement, the Seller has not pledged, assigned, sold, granted a security interest in or otherwise conveyed any of the Receivables (except for security interests that will be released contemporaneously with the
transfer of the Receivables from the Seller to the Purchaser). The Seller has not authorized the filing of, and is not aware of any financing statements against the Seller that include a description of, collateral covering the Receivables other than
any financing statement relating to the security interest granted to the Depositor under this Receivables Purchase Agreement or that has been terminated. The motor vehicle retail installment sale contracts that constitute or evidence the Receivables
do not have any marks or notations indicating that they have been pledged, assigned or otherwise conveyed to any Person other than the Depositor, the Issuer, the Grantor Trust or the Indenture Trustee. The Seller is not aware of any material
judgment or tax lien filings against the Seller. The Seller has not communicated, and will not communicate, an “authoritative copy” (as defined in the Relevant UCC) of any Receivable to any Person other than the Servicer, the Issuer, the
Grantor Trust or the Indenture Trustee.
 (c) Financing Statements . All financing statements filed or to be filed against the Seller
in favor of the Indenture Trustee (as assignee of the Depositor, the Issuer and the Grantor Trust) contain a statement substantially to the following effect: “A purchase of or security interest in any collateral described in this financing
statement will violate the rights of the Secured Party.”

 6

 SECTION 3.4 Representations and Warranties as to the Receivables . The Seller
hereby makes the following representations and warranties to the Purchaser as of the date of this Receivables Purchase Agreement and as of the Closing Date, which representations and warranties shall remain operative and in full force and effect,
shall survive the transfer and conveyance of the Receivables and other assets described in Section 2.1 by the Seller to the Purchaser, by the Purchaser to the Issuer and by the Issuer to the Grantor Trust, and the pledge to
the Indenture Trustee, and shall inure to the benefit of the Purchaser, the Trustees and the Noteholders:
 (a) Characteristics of
Receivables . Each Receivable:
 (i) has been originated by CarMax Auto or an Affiliate of CarMax Auto in the United
States in the ordinary course of business in connection with the sale of a new or used motor vehicle and has been fully and properly executed by the parties thereto;

 (ii) contains customary and enforceable provisions such that the rights and remedies of the holder thereof are adequate for
realization against the collateral of the benefits of the security;
 (iii) provides for level monthly payments that fully
amortize the Amount Financed by maturity (except that the period between the date of such Receivable and the date of the first Scheduled Payment may be less than or greater than one month and the amount of the first and last Scheduled Payments may
be less than or greater than the level payments) and yields interest at the related APR;
 (iv) provides for, in the event
that such Receivable is prepaid, a prepayment that fully pays the Principal Balance of such Receivable with interest at the related APR through the date of payment;

 (v) is secured by a new or used motor vehicle that had not been repossessed as of the Cutoff Date;

 (vi) is a Simple Interest Receivable;

 (vii) relates to an Obligor who has made at least one payment under such Receivable as of the Cutoff Date; and

 (viii) relates to an Obligor whose mailing address is located in any State.

 (b) Compliance with Law . Each Receivable and the sale of the related Financed Vehicle complied, at the time such Receivable was
originated and complies, as of the Closing Date, in all material respects with all requirements of applicable federal, State and local laws, and regulations thereunder.

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 (c) Binding Obligation . Each Receivable represents the genuine, legal, valid and
binding payment obligation in writing of the related Obligor, enforceable by the holder thereof in all material respects in accordance with its terms, except as enforceability may be limited by bankruptcy, insolvency, reorganization, liquidation or
other similar laws affecting the enforcement of creditors’ rights generally, any state or federal consumer protection laws or regulations or by general principles of equity.

 (d) No Government Obligor . No Receivable is due from the United States or any State or from any agency, department or instrumentality of
the United States or any State.
 (e) Security Interest in Financed Vehicles . Immediately prior to the transfer of the Receivables by
the Seller to the Depositor, each Receivable was secured by a valid, binding and enforceable first priority perfected security interest in favor of the Seller in the related Financed Vehicle, or all necessary and appropriate actions shall have been
commenced that would result in the valid perfection of a first priority security interest in favor of the Seller in the Financed Vehicle, which security interest has been validly assigned by the Seller to the Depositor.

 (f) Receivables in Force . As of the Cutoff Date, no Receivable has been satisfied, subordinated or rescinded, nor has the related
Financed Vehicle been released in whole or in part from the Lien granted by such Receivable.
 (g) No Waiver . No provision of any
Receivable has been waived in such a manner that such Receivable fails to meet all of the representations and warranties made by the Seller in this Section 3.4 with respect thereto.

 (h) No Defenses . There is no right of rescission, setoff, counterclaim or defense being asserted or threatened with respect to any
Receivable as indicated in the Seller’s computer files or the Receivable File for any such Receivable.
 (i) No Liens . The
Seller has no knowledge of any liens or claims that have been filed, including liens for work, labor or materials or for unpaid State or federal taxes, relating to any Financed Vehicle that are prior to, or equal or coordinate with, the security
interest in such Financed Vehicle created by the related Receivable.
 (j) No Default . Except for payment defaults continuing for a
period of not more than thirty (30) days as of the Cutoff Date, the Seller has no knowledge that any default, breach, violation or event permitting acceleration under the terms of any Receivable existed as of the Cutoff Date or that any
continuing condition that with notice or the lapse of time or both would constitute a default, breach, violation or event permitting acceleration under the terms of any Receivable had arisen as of the Cutoff Date, and the Seller has not waived any
such event or condition.
 (k) Title . The Seller has not sold, transferred, assigned or pledged any Receivable to any Person other
than the Depositor. Immediately prior to the transfer of the Receivables contemplated by Section 2.1 , the Seller had good and marketable title to each Receivable free and clear of any Lien, claim or encumbrance of any
Person and, immediately upon such transfer, the Depositor shall have good and marketable title to such Receivable free and clear of any Lien, claim or encumbrance of any Person.

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 (l) Valid Assignment . No Receivable has been originated in, or is subject to the laws
of, any jurisdiction under which the sale, transfer, assignment and conveyance of such Receivable under this Receivables Purchase Agreement, the Sale and Servicing Agreement or the Receivables Contribution Agreement, or the pledge of such Receivable
under the Indenture is unlawful, void or voidable or under which such Receivable would be rendered void or voidable as a result of any such sale, transfer, assignment, conveyance or pledge. The Seller has not entered into any agreement with any
account debtor that prohibits, restricts or conditions the assignment of the Receivables.
 (m) One Original . There is only one
original executed copy, or “authoritative copy” (as defined in the Relevant UCC), of each Receivable.
 (n) Principal
Balance . Each Receivable had a remaining Principal Balance as of the Cutoff Date of not less than $500.
 (o) No Bankrupt
Obligors . As of the Cutoff Date, no Receivable was due from an Obligor that was the subject of a proceeding under the Bankruptcy Code of the United States.

 (p) Origination . Each Receivable was originated after November 5, 2019.

 (q) Annual Percentage Rate . Each Receivable has an APR of not more than 32.00%.

 (r) No Delinquent Receivables . As of the Cutoff Date, no Receivable has a Scheduled Payment that was more than thirty (30) days
past due in accordance with the Servicer’s customary practices.
 (s) Insurance . Each Receivable requires the related Obligor
to obtain physical damage insurance covering the related Financed Vehicle in accordance with the Seller’s normal requirements.

 SECTION 3.5 Repurchase of Receivables Upon Breach of Representations and Warranties as to the Receivables.

 (a) Notice of Breach. The Purchaser or the Seller, as the case may be, shall inform the other parties promptly, in writing, upon
discovery of any breach of the Seller’s representations and warranties set forth in Section 3.4 which materially and adversely affects the interests of the Purchaser, the Issuer or the Noteholders in any Receivable.

 (b) Investigation of Breach . If the Seller (i) has knowledge of a breach of a representation or warranty made in
 Section 3.4 , (ii) receives notice from the Depositor, the Issuer, the Owner Trustee or the Indenture Trustee of a breach of a representation or warranty made in Section 3.4 , (iii) receives a
written request to repurchase a Receivable due to an alleged breach of a representation and warranty in Section 3.4 from the Owner Trustee, the Indenture Trustee, any Verified Note Owner or any Noteholder (which repurchase
request shall provide sufficient detail so as to allow the Seller to reasonably investigate the alleged breach of the representations and warranties in Section 3.4 ; provided , that with respect to a repurchase request
from a Noteholder or a Verified Note Owner, such repurchase request shall initially be provided to the Indenture Trustee) for a Receivable (each, a “ Repurchase Request ”) or (iv) receives a final report from the Asset
Representations Reviewer that indicates that the Asset Representations Reviewer has

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 determined that a test procedure under the Asset Representations Review Agreement has not been satisfied
with respect to a representation or warranty set forth in Section 3.4 for a Receivable, then, in each case, the Seller will investigate the Receivable to confirm the breach and determine if the breach materially and
adversely affects the interests of the Purchaser, the Issuer, the Grantor Trust or the Noteholders in any Receivable. None of the Servicer, the Issuer, the Grantor Trust, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee, the Asset
Representations Reviewer or the Administrator will have an obligation to investigate whether a breach of any representation or warranty has occurred or whether any Receivable is required to be repurchased under this
 Section 3.5 .
 (c) Repurchase of Receivables . If a breach of any representation or warranty set forth in
 Section 3.4 which the Seller has determined materially and adversely affects the interests of the Purchaser, the Issuer, the Grantor Trust or the Noteholders in any Receivable shall not have been cured by the close of
business on the last day of the Collection Period which includes the sixtieth (60 th ) day after the date on which the Seller becomes aware of such breach or failure as described in
 Section 3.5(b) , the Seller shall repurchase such Receivable from the Purchaser (or any subsequent assignee of the Purchaser) on the Distribution Date following such Collection Period. Any such breach or failure will be
deemed not to have a material and adverse effect if such breach or failure has not affected the ability of the Issuer (or its assignee) to receive and retain payment in full on such Receivable. In consideration for the repurchase of any such
Receivable, the Seller shall remit the Purchase Amount of such Receivable to the Purchaser (or any subsequent assignee of the Purchaser). Upon any such repurchase, the Purchaser (or any subsequent assignee of the Purchaser) shall, without further
action, be deemed to transfer, assign, set-over and otherwise convey to the Seller, without recourse, representation or warranty, all the right, title and interest of the Purchaser (or any subsequent assignee
of the Purchaser) in, to and under such repurchased Receivable and all other related assets described in Section 2.1(a) . The Purchaser shall execute such documents and instruments of transfer or assignment and take such
other actions as shall reasonably be requested by the Seller to effect the conveyance of such Receivable pursuant to this Section 3.5(c) . The sole remedy of the Purchaser (or any subsequent assignee of the Purchaser) with
respect to a breach of the Seller’s representations and warranties set forth in Section 3.4 shall be to require the Seller to repurchase the related Receivables pursuant to this
 Section 3.5(c) .
 (d) Repurchase Dispute Resolution . The Seller hereby agrees to cooperate with the Issuer
and the Indenture Trustee in any ADR Proceeding commenced pursuant to Section 2.4(d) of the Sale and Servicing Agreement. The Purchaser hereby agrees to provide the Seller with the opportunity to exercise any rights of the
Purchaser pursuant to the Sale and Servicing Agreement with respect to an ADR Proceeding to the extent a dispute relates to the representations and warranties of the Seller contained in Section 3.4 .

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 ARTICLE IV

 CONDITIONS
 SECTION 4.1
 Conditions to Obligation of the Purchaser . The obligation of the Purchaser to purchase the Receivables from the Seller on the Closing Date is subject to the satisfaction of the following conditions:

 (a) Representations and Warranties True . The representations and warranties of the Seller contained herein shall be true and correct in
all material respects on the Closing Date with the same effect as if made on the Closing Date, and the Seller shall have performed all obligations to be performed by it hereunder on or before the Closing Date.

 (b) Computer Files Marked . The Seller shall, at its own expense, on or before the Closing Date, indicate in its computer files that the
Receivables have been sold to the Purchaser pursuant to this Receivables Purchase Agreement and deliver to the Purchaser the Receivable Schedule, certified by an officer of the Seller to be true, correct and complete.

 (c) Release of Lenders . The Seller shall obtain executed release agreements and UCC partial releases with respect to the Receivables, as
the Seller determines is necessary, from any one or more of the following: (i) CarMax Funding II and the agent on behalf of the lenders or purchasers party to any warehouse financing document related thereto, (ii) CarMax Funding III and
the agent on behalf of the lenders or purchasers party to any warehouse financing document related thereto, and (iii) CarMax Funding IV and the agent on behalf of the lenders or purchasers party to any warehouse financing document related
thereto, in each case in form and substance satisfactory to the Purchaser.
 (d) Documents to be Delivered . The Purchaser shall have
received the following, all of which shall be dated as of the Closing Date or such other date as specified:
 (i) the
Receivable Schedule;
 (ii) a financing statement to be filed with the Delaware Secretary of State naming the Seller, as
seller/debtor, the Purchaser, as purchaser/assignor secured party, and the Indenture Trustee, as secured party/total assignee, naming the Receivables and the related property described in Section 2.1 as collateral and
meeting the requirements of the laws of Delaware and in such manner as is necessary to perfect the sale, transfer, assignment and conveyance of the Receivables to the Purchaser;

 (iii) the Bill of Sale; and

 (iv) such other documents, certificates and opinions as may be reasonably requested by the Purchaser or its counsel.

 (e) Execution of Transaction Documents . The Transaction Documents shall have been executed and delivered by the parties thereto.

 (f) Other Transactions . The transactions contemplated by the Transaction Documents and the Underwriting Agreement shall be consummated
on the Closing Date.

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 SECTION 4.2 Conditions to Obligation of the Seller . The obligation of the Seller to
sell the Receivables to the Purchaser on the Closing Date is subject to the satisfaction of the following conditions:
 (a)
 Representations and Warranties True . The representations and warranties of the Purchaser contained herein shall be true and correct in all material respects on the Closing Date with the same effect as if then made, and the Purchaser shall
have performed all obligations to be performed by it hereunder on or before the Closing Date.
 (b) Payment of Receivables Purchase
Price . In consideration of the sale of the Receivables from the Seller to the Purchaser as provided in Section 2.1 , on the Closing Date the Purchaser shall have paid to the Seller the Receivables Purchase Price.

 ARTICLE V
 COVENANTS OF THE SELLER

 SECTION 5.1 Protection of Right, Title and Interest in, to and Under the Receivables .

 (a) The Seller, at its expense, shall cause all financing statements and continuation statements and any other necessary documents covering the
Purchaser’s right, title and interest in, to and under the Receivables and other property conveyed by the Seller to the Purchaser hereunder to be promptly authorized, recorded, registered and filed, and at all times to be kept recorded,
registered and filed, all in such manner and in such places as may be required by law to fully preserve and protect the right, title and interest of the Purchaser hereunder to the Receivables and such other property. The Seller shall deliver to the
Purchaser file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Purchaser shall cooperate fully with the Seller in
connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this subsection.

 (b) Within five (5) days after the Seller makes any change in its name, identity or organizational structure which would make any
financing statement or continuation statement filed in accordance with Section 4.1(d) seriously misleading within the meaning of the Relevant UCC, the Seller shall give the Purchaser notice of any such change and, within
thirty (30) days after such change, shall authorize and file such financing statements or amendments as may be necessary to continue the perfection of the Purchaser’s security interest in the Receivables and the proceeds thereof.

 (c) The Seller shall give the Purchaser written notice within five (5) days of any relocation of the State of organization of the Seller
or any office in which the Seller keeps records concerning the Receivables and whether, as a result of such relocation, the applicable provisions of the Relevant UCC would require the filing of any amendment of any previously filed financing or
continuation statement or of any new financing statement and, within thirty (30) days after such relocation, shall authorize and file such financing statements or amendments as may be necessary to continue the perfection of the interest of the
Purchaser in the Receivables and the proceeds thereof. The Seller shall at all times maintain its State of organization, its principal place of business, its chief executive office and the location of the office where the Receivable Files and any
accounts and records relating to the Receivables are kept within the United States.

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 (d) The Seller shall maintain accounts and records as to each Receivable accurately and in
sufficient detail to permit (i) the reader thereof to know at any time the status of such Receivable, including payments and recoveries made and payments owing (and the nature of each) and (ii) reconciliation between payments or recoveries
on (or with respect to) each Receivable.
 (e) The Seller shall maintain its computer systems so that, from and after the time of the
transfer of the Receivables to the Purchaser pursuant to this Receivables Purchase Agreement, the Seller’s master computer records (including any back-up archives) that refer to a Receivable shall
indicate clearly and unambiguously that such Receivable is owned by the Purchaser (or, upon transfer of the Receivables to the Issuer and then by the Issuer to the Grantor Trust, by the Grantor Trust). Indication of the Purchaser’s ownership
of a Receivable shall be deleted from or modified on the Seller’s computer systems when, and only when, such Receivable shall have been paid in full or repurchased by the Seller.

 (f) If at any time the Seller shall propose to sell, grant a security interest in or otherwise transfer any interest in any motor vehicle
retail installment sale contract to any prospective purchaser, lender or other transferee, the Seller shall give to such prospective purchaser, lender or other transferee computer tapes, compact disks, records or print-outs (including any restored
from back-up archives) that, if they shall refer in any manner whatsoever to any Receivable, shall indicate clearly and unambiguously that such Receivable has been sold and is owned by the Purchaser (or, upon
transfer of the Receivables to the Issuer and then by the Issuer to the Grantor Trust, by the Grantor Trust), unless such Receivable has been paid in full or repurchased by the Seller.

 (g) The Seller shall permit the Purchaser and its agents at any time during normal business hours to inspect, audit and make copies of and
abstracts from the Seller’s records regarding any Receivable.
 (h) If the Seller has repurchased one or more Receivables from the
Purchaser or the Grantor Trust pursuant to Section 3.5 , the Seller shall, upon request, furnish to the Purchaser, within ten (10) days, a list of all Receivables (by receivable number and name of Obligor) then owned by
the Purchaser, together with a reconciliation of such list to the Receivable Schedule.
 SECTION 5.2 Security Interests . Except for
the conveyances hereunder, the Seller covenants that it will not sell, pledge, assign or transfer to any other Person, or grant, create, incur, assume or suffer to exist any Lien on any Receivable, whether now existing or hereafter created, or any
interest therein, except for Liens that will be released contemporaneously with the transfer of the Receivables from the Seller to the Purchaser. The Seller will immediately notify the Purchaser of the existence of any Lien on any Receivable (other
than a Lien created pursuant to the Transaction Documents), and the Seller shall defend the right, title and interest of the Purchaser in, to and under the Receivables, whether now existing or hereafter created, against all claims of third parties
claiming through or under the Seller.

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 SECTION 5.3 Delivery of Payments . The Seller covenants and agrees to deliver in kind
upon receipt to the Servicer under the Sale and Servicing Agreement all payments received by the Seller in respect of the Receivables as soon as practicable after receipt thereof by the Seller.

 SECTION 5.4 No Impairment . The Seller covenants that it shall take no action, nor omit to take any action, which would impair the
rights of the Purchaser in any Receivable, nor shall it, except as otherwise provided in this Receivables Purchase Agreement or the Sale and Servicing Agreement, reschedule, revise or defer payments due on any Receivable.

 SECTION 5.5 Costs and Expenses . The Seller shall pay all reasonable costs and expenses incurred in connection with the perfection of
the Purchaser’s right, title and interest in, to and under the Receivables.
 SECTION 5.6 Hold Harmless . The Seller shall
protect, defend, indemnify and hold the Purchaser and the Issuer and their respective assigns and their attorneys, accountants, employees, officers and directors harmless from and against all losses, costs, liabilities, claims, damages and expenses
of every kind and character, as incurred, resulting from or relating to or arising out of (i) the inaccuracy, nonfulfillment or breach of any representation, warranty, covenant or agreement made by the Seller in this Receivables Purchase
Agreement, (ii) any legal action, including any counterclaim, that has either been settled by the litigants (which settlement, if the Seller is not a party thereto, shall be with the consent of the Seller) or has proceeded to judgment by a
court of competent jurisdiction, in either case to the extent it is based upon alleged facts that, if true, would constitute a breach of any representation, warranty, covenant or agreement made by the Seller in this Receivables Purchase Agreement,
(iii) any actions or omissions of the Seller or any employee or agent of the Seller occurring prior to the Closing Date with respect to any Receivable or Financed Vehicle or (iv) any failure of a Receivable to be originated in compliance
with all requirements of law. These indemnity obligations shall be in addition to any obligation that the Seller may otherwise have.

 SECTION 5.7 Asset Representations Review . The Seller shall (i) at all times while any Public Notes remain Outstanding, ensure that
an Asset Representations Reviewer is appointed, (ii) provide the Asset Representations Reviewer with the Asset Representations Review Notice (to the extent a copy is received by the Seller) to the notices address set forth in the Asset
Representations Review Agreement, and (iii) provide the Asset Representations Reviewer with reasonable access to the Seller’s offices and information databases upon the initiation of an Asset Representations Review as set forth in
 Section 7.6 of the Indenture.
 SECTION 5.8 Credit Risk Retention . The Seller shall retain, either
directly or through a “majority-owned affiliate” (as such term is defined in 17 CFR Part 246.2) of the Seller, an economic interest in the Receivables in accordance with 17 CFR Part 246.4, and shall not, and shall cause any such
majority-owned affiliate to not, sell, pledge or hedge such interest except as is permissible under 17 CFR Part 246.12.

 14

 ARTICLE VI

 MISCELLANEOUS PROVISIONS
 SECTION
6.1 Amendment .
 (a) This Receivables Purchase Agreement may be amended from time to time by a written amendment duly executed and
delivered by the Purchaser and the Seller, without the consent of any Noteholder or any other Person; provided , however , that (i) any such amendment shall not, as evidenced by an Opinion of Counsel to the Seller delivered to the
Indenture Trustee, adversely affect in any material respect the interests of the Noteholders or (ii) the Rating Agency Condition is satisfied with respect to such amendment and the Seller or the Purchaser notifies the Indenture Trustee in
writing that the Rating Agency Condition is satisfied with respect to such amendment.
 (b) This Receivables Purchase Agreement may also be
amended from time to time for any other purpose by a written amendment duly executed and delivered by the Seller and by the Purchaser; provided , however , that any such amendment that materially adversely affects the interests of the
Noteholders under the Indenture, the Sale and Servicing Agreement or the Trust Agreement must be consented to by the Holders of Notes evidencing not less than 51% of the Note Balance of the Controlling Class.

 (c) Any term or provision of this Receivables Purchase Agreement may also be amended from time to time by the Seller and the Purchaser for the
purpose of conforming the terms of this Receivables Purchase Agreement to the description thereof in the Prospectus or, to the extent not contrary to the Prospectus, to the description thereof in an offering memorandum with respect to the
Class E Notes or an offering memorandum with respect to the Certificates without the consent of the Indenture Trustee, any Noteholder, any Certificateholder, the Issuer, the Owner Trustee, the Grantor Trust, the Grantor Trust Trustee or any
other Person; provided , however , that the Seller and the Purchaser shall provide written notification of the substance of such amendment to the Indenture Trustee, the Issuer, the Grantor Trust, the Grantor Trust Trustee and the Owner
Trustee.
 (d) Prior to the execution of any amendment or consent pursuant to Section 6.1 , the Servicer shall
provide written notification of the substance of such amendment or consent to each Rating Agency.
 (e) Promptly after the execution of any
amendment to this Receivables Purchase Agreement, the Seller shall furnish an executed copy of such amendment to the Owner Trustee, the Indenture Trustee and the Rating Agencies.

 (f) It shall not be necessary for the consent of the Noteholders pursuant to Section 6.1(b) to approve the particular
form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of the Noteholders provided for in this Receivables Purchase
Agreement) and of evidencing the authorization of the execution thereof by the Noteholders shall be subject to such reasonable requirements as the Owner Trustee and the Indenture Trustee may prescribe.

 15

 (g) Notwithstanding subsections (a) and (b) of this
 Section 6.1 , this Agreement may only be amended if (i) the Certificateholders evidencing not less than 51% of the aggregate Certificate Percentage Interests, or, if 100% of the aggregate Certificate Percentage
Interests is then beneficially owned by CarMax Funding and/or its Affiliates, such Person (or Persons) consent to such amendment or (ii) such amendment shall not, as evidenced by an Officer’s Certificate of the Administrator or an Opinion
of Counsel delivered to the Indenture Trustee and the Owner Trustee, materially and adversely affect the interests of the Certificateholders. For the avoidance of doubt, no consent of the Certificateholders or delivery of any such Officer’s
Certificate or Opinion of Counsel contemplated in clause (ii) of this subsection (g) shall be required in connection with an amendment to this Agreement pursuant to subsection (c) of this
 Section 6.1 .
 (h) Notwithstanding anything herein to the contrary, for purposes of classifying the Issuer as
other than a corporation and the Grantor Trust as a grantor trust under the Code, without the consent of all of the Noteholders and all of the Certificateholders, no amendment shall be made to this Agreement that would cause the Issuer or the
Grantor Trust (or any part thereof) to be classified as an association or publicly traded partnership taxable as a corporation for United States federal income tax purposes, or the Issuer or the Grantor Trust to be treated as engaged in the conduct
of a trade or business within the United States, or the Grantor Trust (or any part thereof) to be classified as other than a grantor trust under subtitle A, chapter 1, subchapter J, part I, subpart E of the Code.

 SECTION 6.2 Termination . The respective obligations and responsibilities of the Seller and the Purchaser created hereby shall
terminate, except for the indemnity obligations of the Seller as provided herein, upon the termination of the Issuer as provided in the Trust Agreement.

 SECTION 6.3 Governing Law . THIS RECEIVABLES PURCHASE AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK,
WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN
ACCORDANCE WITH SUCH LAWS.
 SECTION 6.4 Notices . All demands, notices and communications hereunder shall be in writing and shall be
deemed to have been duly given if personally delivered at or sent by telecopier, overnight courier or mailed by registered mail, return receipt requested, in the case of (i) the Purchaser, to CarMax Auto Funding LLC, 12800 Tuckahoe Creek
Parkway, Suite 400, Richmond, Virginia 23238, Attention: Treasurer, and (ii) the Seller, to CarMax Business Services, LLC, 12800 Tuckahoe Creek Parkway, Richmond, Virginia 23238, Attention: Treasury Department; or, as to either of such Persons,
at such other address as shall be designated by such Person in a written notice to the other Person.
 SECTION 6.5 Severability of
Provisions . If any one or more of the covenants, agreements, provisions or terms of this Receivables Purchase Agreement shall for any reason whatsoever be held invalid, then such covenants, agreements, provisions or terms shall be deemed
severable from the remaining covenants, agreements, provisions and terms of this Receivables Purchase Agreement and shall in no way affect the validity or enforceability of the other covenants, agreements, provisions and terms of this Receivables
Purchase Agreement or any amendment or supplement hereto.

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 SECTION 6.6 Further Assurances . The Seller and the Purchaser agree to do and perform,
from time to time, any and all acts and to execute any and all further instruments required or reasonably requested by the other party hereto or by the Issuer or the Indenture Trustee more fully to effect the purposes of this Receivables Purchase
Agreement, including the execution of any financing statements, amendments, continuation statements or releases relating to the Receivables for filing under the provisions of the Relevant UCC or other law of any applicable jurisdiction.

 SECTION 6.7 No Waiver; Cumulative Remedies . No failure to exercise and no delay in exercising, on the part of the Purchaser, the
Issuer, the Grantor Trust or the Seller, any right, remedy, power or privilege hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further
exercise thereof or the exercise of any other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exhaustive of any rights, remedies, powers and privileges provided by law.

 SECTION 6.8 Counterparts and Electronic Signature . This Receivables Purchase Agreement may be executed in two or more counterparts (and
by different parties on separate counterparts), each of which shall be an original, but all of which together shall constitute one and the same instrument. Each party agrees that this Agreement and any other documents to be delivered in connection
herewith may be electronically signed, and that any electronic signatures appearing on this Agreement or such other documents shall have the same effect as manual signatures for the purposes of validity, enforceability and admissibility.

 SECTION 6.9 Third-Party Beneficiaries . This Receivables Purchase Agreement will inure to the benefit of and be binding upon the parties
hereto, the Issuer, the Grantor Trust and the Indenture Trustee for the benefit of the Noteholders, who shall be considered to be third-party beneficiaries hereof. Except as otherwise provided in this Receivables Purchase Agreement, no other Person
will have any right or obligation hereunder.
 SECTION 6.10 Headings and Table of Contents . The Table of Contents and headings
herein are for purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof.
 SECTION
6.11 Representations, Warranties and Agreements to Survive . The respective agreements, representations, warranties and other statements by the Seller and by the Purchaser set forth in or made pursuant to this Receivables Purchase Agreement
shall remain in full force and effect and will survive the closing hereunder of the transfers and assignments by the Seller to the Purchaser, by the Purchaser to the Issuer and by the Issuer to the Grantor Trust, and the pledge to the Indenture
Trustee, and shall inure to the benefit of the Purchaser, the Trustees and the Noteholders.
 SECTION 6.12 No Proceedings . The
Seller covenants and agrees that so long as this Receivables Purchase Agreement is in effect, and for one year plus one day following its termination, it will not file any involuntary petition or otherwise institute, or cooperate with or encourage
others to institute, any bankruptcy, reorganization arrangement, insolvency or liquidation proceeding or other proceedings under any federal or State bankruptcy law or similar law against the Issuer, the Grantor Trust, the Owner Trustee or the
Grantor Trust Trustee.

 17

 SECTION 6.13 Obligations of Purchaser . The obligations of the Purchaser under this
Receivables Purchase Agreement shall not be affected by reason of any invalidity, illegality or irregularity of any Receivable.
 SECTION
6.14 Legal Fees Associated with Indemnification . With respect to any indemnification provisions in this Receivables Purchase Agreement providing that a party to this Receivables Purchase Agreement is required to indemnify another party to
this Receivables Purchase Agreement for attorney’s fees and expenses, such fees and expenses are intended to include attorney’s fees and expenses relating to the enforcement of such indemnity.

 [SIGNATURE PAGE FOLLOWS]

 18

 IN WITNESS WHEREOF, the parties hereto have caused this Receivables Purchase Agreement to be
duly executed by their respective officers as of the day and year first above written.

 CARMAX BUSINESS SERVICES, LLC,

 as Seller

 By:

 Name:

 Title:

 CARMAX AUTO FUNDING LLC,

 as Purchaser

 By:

 Name:

 Title:

 Receivables Purchase Agreement (CSRT 2026-B – CarMax)

 SCHEDULE A

 RECEIVABLE SCHEDULE
 On
file with the Servicer at:
 CarMax Business Services, LLC

 12800 Tuckahoe Creek Parkway

 Richmond, Virginia 23238

 Sch. A

 EXHIBIT A

 BILL OF SALE AND ASSIGNMENT

 For value received, in accordance with the receivables purchase agreement, dated as of June 1, 2026 (the “ Receivables Purchase
Agreement ”), between the undersigned and CarMax Auto Funding LLC (the “Purchaser”), the undersigned does hereby sell, assign, transfer, set over and otherwise convey unto the Purchaser, without recourse, all right, title and
interest of the undersigned, whether now owned or hereafter acquired, in, to and under (i) the Receivables listed on Schedule A hereto (the “ Receivables ”); (ii) all amounts received on or in respect of the
Receivables after the Cutoff Date; (iii) the security interests in the Financed Vehicles granted by the Obligors pursuant to the Receivables and any other interest of the undersigned in such Financed Vehicles; (iv) all proceeds from claims
on or refunds of premiums with respect to physical damage, theft, GAP, credit life or credit disability insurance policies relating to the Financed Vehicles or the Obligors; (v) the Receivable Files; (vi) the right to realize upon any
property (including the right to receive future Liquidation Proceeds) that shall have secured a Receivable and have been repossessed by or on behalf of the Grantor Trust; and (vii) all present and future claims, demands, causes of action and
choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or
involuntary, into cash or other liquid property, all accounts, general intangibles, chattel paper, instruments, documents, money, investment property, deposit accounts, letters of credit, letter-of-credit rights, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations, and all other property which at any time constitutes all or part of or
is included in the proceeds of any of the foregoing.
 This Bill of Sale and Assignment is made pursuant to and upon the representations,
warranties and agreements on the part of the undersigned contained in the Receivables Purchase Agreement and is to be governed by the Receivables Purchase Agreement.

 Capitalized terms used and not otherwise defined herein shall have the meaning assigned to them in the Receivables Purchase Agreement.

 IN WITNESS WHEREOF, the undersigned has caused this Bill of Sale and Assignment to be duly executed as of June 16, 2026.

 CARMAX BUSINESS SERVICES, LLC

 By:

 Name:

 Title:

 Ex. A

EX-99.3 · d128690dex993.htm

EX-99.3
 12
 d128690dex993.htm
 EX-99.3

 Exhibit 99.3

 CARMAX SELECT RECEIVABLES TRUST 2026-B,

 AS ISSUER,
 AND

 CARMAX SELECT RECEIVABLES GRANTOR TRUST 2026-B,

 AS GRANTOR TRUST

 RECEIVABLES CONTRIBUTION AGREEMENT

 DATED AS OF JUNE 1, 2026

 TABLE OF CONTENTS

 Page

 ARTICLE I DEFINITIONS

 1

 1.1

 Definitions and Other Definitional Provisions

 1

 ARTICLE II CONVEYANCE OF RECEIVABLES

 2

 2.1

 Sale and Conveyance of Receivables

 2

 2.2

 Purchase Price

 3

 ARTICLE III REPRESENTATIONS AND WARRANTIES

 3

 3.1

 Representations and Warranties of the Issuer

 3

 3.2

 Assumption of the Obligations of the Issuer

 5

 3.3

 Exchange Act Filings

 5

 ARTICLE IV OPTIONAL PURCHASE

 5

 4.1

 Optional Purchase of Trust Estate

 5

 ARTICLE V COVENANTS OF THE ISSUER

 6

 5.1

 Protection of Right, Title and Interest in, to and Under the Receivables.

 6

 5.2

 Security Interests

 7

 ARTICLE VI MISCELLANEOUS PROVISIONS

 7

 6.1

 Amendment

 7

 6.2

 Governing Law

 8

 6.3

 Notices

 9

 6.4

 Severability of Provisions

 9

 6.5

 Further Assurances

 9

 6.6

 No Waiver; Cumulative Remedies

 9

 6.7

 Counterparts and Electronic Signature

 9

 6.8

 Headings and Table of Contents

 9

 6.9

 No Petition

 9

 6.10

 Limitation of Liability of Owner Trustee and Grantor Trust Trustee

 10

 EXHIBITS

 Exhibit A

 Bill of Sale and Assignment

 i

 RECEIVABLES CONTRIBUTION AGREEMENT

 This Receivables Contribution Agreement, dated as of June 1, 2026, is between CarMax Select Receivables Trust 2026-B, a Delaware statutory trust (the “ Issuer ”), and CarMax Select Receivables Grantor Trust 2026-B, a Delaware statutory trust (the “ Grantor
Trust ”).
 WHEREAS, the Grantor Trust desires to purchase certain motor vehicle retail installment sale contracts originated or
acquired by CarMax Business Services, LLC in the ordinary course of business and sold to CarMax Auto Funding LLC, as depositor (the “ Depositor ”) and then sold by the Depositor to the Issuer as of the date hereof,

 WHEREAS, the Issuer is willing to sell such contracts to the Grantor Trust as of the date hereof; and

 WHEREAS, the Issuer and the Grantor Trust wish to set forth the terms pursuant to which the Receivables are to be conveyed by the Issuer to
the Grantor Trust;
 NOW, THEREFORE, in consideration of the mutual terms and covenants contained herein and other good and valuable
consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
 ARTICLE I

 DEFINITIONS
 1.1 Definitions
and Other Definitional Provisions .
 (a) Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed
thereto in Appendix A to the Sale and Servicing Agreement, dated as of June 1, 2026 (as amended, supplemented or otherwise modified and in effect from time to time, the “ Sale and Servicing Agreement ”), by and among the
Issuer, the Grantor Trust, the Depositor, and CarMax Business Services, LLC, as servicer.
 (b) All terms defined in this Receivables
Contribution Agreement shall have the defined meanings when used in any certificate or other document made or delivered pursuant hereto unless otherwise defined therein.

 (c) As used in this Receivables Contribution Agreement and in any certificate or other document made or delivered pursuant hereto or thereto,
accounting terms not defined in this Receivables Contribution Agreement or in any such certificate or other document, and accounting terms partly defined in this Receivables Contribution Agreement or in any such certificate or other document to the
extent not defined, shall have the respective meanings assigned to them under generally accepted accounting principles. To the extent that the definitions of accounting terms in this Receivables Contribution Agreement or in any such certificate or
other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Receivables Contribution Agreement or in any such certificate or other document shall control.

 (d) The words “hereof”, “herein” and “hereunder” and
words of similar import when used in this Receivables Contribution Agreement shall refer to this Receivables Contribution Agreement as a whole and not to any particular provision of this Receivables Contribution Agreement; Article, Section,
subsection, Schedule and Exhibit references contained in this Receivables Contribution Agreement are references to Articles, Sections, subsections, Schedules and Exhibits in or to this Receivables Contribution Agreement unless otherwise
specified. The term “proceeds” shall have the meaning set forth in the Relevant UCC (unless otherwise defined herein). The term “including” shall mean “including without limitation.”

 (e) The definitions contained in this Receivables Contribution Agreement are applicable to the singular as well as the plural forms of such
terms and to the masculine as well as to the feminine and neuter genders of such terms.
 (f) Any agreement, instrument or statute defined
or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes (in the case of agreements or instruments)
references to all attachments thereto and instruments incorporated therein. References to a Person are also to its permitted successors and assigns.

 ARTICLE II
 CONVEYANCE OF
RECEIVABLES
 2.1 Sale and Conveyance of Receivables .

 (a) On the Closing Date, subject to the terms and conditions of this Receivables Contribution Agreement and as evidenced by an assignment
substantially in the form of Exhibit A hereto, the Issuer hereby agrees to sell, transfer, assign, set over and otherwise convey to the Grantor Trust, and the Grantor Trust hereby agrees to purchase from the Issuer, without recourse (subject
to the Issuer’s obligations hereunder), all of the right, title and interest of the Issuer, whether now owned or hereafter acquired, in, to and under the following (collectively, the “ Conveyed Assets ”):

 (i) the Receivables;

 (ii) all amounts received on or in respect of the Receivables after the Cutoff Date;

 (iii) the security interests in the Financed Vehicles granted by the Obligors pursuant to the Receivables and any other
interest of the Issuer in such Financed Vehicles;
 (iv) all proceeds from claims on or refunds of premiums with respect to
physical damage, theft, GAP, credit life or credit disability insurance policies relating to the Financed Vehicles or the Obligors;

 (v) the Receivable Files;

 2

 (vi) all rights of the Depositor under the Receivables Purchase Agreement,
including the right to require the Seller to repurchase Receivables from the Depositor;
 (vii) all rights of the Issuer
under the Sale and Servicing Agreement, including the right to require the Depositor to repurchase the Receivables from the Issuer;

 (viii) the right to realize upon any property (including the right to receive future Liquidation Proceeds) that shall have
secured a Receivable and have been repossessed by or on behalf of the Grantor Trust; and
 (ix) all present and future
claims, demands, causes of action and choses in action in respect of any or all of the foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of
the conversion thereof, voluntary or involuntary, into cash or other liquid property; all accounts, general intangibles, chattel paper, instruments, documents, money, investment property, deposit accounts, letters of credit, letter-of-credit rights, insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations; and all other property which at any
time constitutes all or part of or is included in the proceeds of any of the foregoing.
 (b) The parties hereto intend that the conveyance
of the Conveyed Assets hereunder be a sale of the Conveyed Assets, and not a loan. In the event that the conveyance hereunder is not for any reason considered a sale, the Issuer hereby grants to the Grantor Trust a first priority perfected security
interest in all of the Issuer’s right, title and interest in, to and under the Conveyed Assets and all proceeds of any of the foregoing. The parties intend that this Receivables Contribution Agreement constitute a security agreement under
applicable law. Such grant is made to secure the payment of all amounts payable hereunder. If such conveyance is for any reason considered to be a loan and not a sale, the Issuer consents to the Grantor Trust transferring such security interest in
favor of the Indenture Trustee and transferring the obligations secured thereby to the Indenture Trustee.
 (c) The Issuer agrees to treat
the transfer of the Conveyed Assets contemplated by this Section 2.1 for all purposes as an absolute transfer on all relevant books, records and other applicable documents.

 2.2 Purchase Price . On the Closing Date, in exchange for the Conveyed Assets, the Grantor Trust shall issue and deliver to the Issuer
the Grantor Trust Certificate.
 ARTICLE III

 REPRESENTATIONS AND WARRANTIES

 3.1 Representations and Warranties of the Issuer . The Issuer hereby makes the following representations and warranties to the Grantor
Trust as of the date of this Receivables Contribution Agreement and as of the Closing Date:

 3

 (a) Organization and Good Standing . The Issuer is a statutory trust duly organized,
validly existing and in good standing under the laws of the State of Delaware, and has power and authority to own its properties and to conduct its business as such properties are currently owned and such business is presently conducted, and had at
all relevant times, and shall have, power, authority and legal right to acquire, own and sell the Receivables.
 (b) Power and Authority;
Binding Obligation . The Issuer has the power and authority to execute and deliver this Receivables Contribution Agreement and to carry out its terms; and the execution, delivery and performance of this Receivables Contribution Agreement has been
duly authorized by the Issuer by all necessary action. This Receivables Contribution Agreement constitutes the legal, valid and binding obligation of the Issuer, enforceable against the Issuer in accordance with its terms, subject, as to
enforceability, to applicable bankruptcy, insolvency, reorganization, conservatorship, receivership, liquidation and other similar laws and to general equitable principles.

 (c) No Violation . The consummation of the transactions contemplated by this Receivables Contribution Agreement and the fulfillment of
the terms hereof shall not conflict with, result in any breach of any of the terms and provisions of, nor constitute (with or without notice or lapse of time) a default under, the certificate of trust or the trust agreement of the Issuer, or
conflict with or breach any of the material terms or provisions of, or constitute (with or without notice or lapse of time) a default under, any indenture, agreement or other instrument to which the Issuer is a party or by which it may be bound.

 (d) No Proceedings . There are no proceedings or investigations pending, or, to the knowledge of the Issuer, threatened, against the
Issuer before any court, regulatory body, administrative agency or other tribunal or governmental instrumentality having jurisdiction over the Issuer or its properties (i) asserting the invalidity of this Receivables Contribution Agreement,
(ii) seeking to prevent the consummation of any of the transactions contemplated by this Receivables Contribution Agreement or (iii) seeking any determination or ruling that, in the reasonable judgment of the Issuer, would materially and
adversely affect the performance by the Issuer of its obligations under, or the validity or enforceability of, this Receivables Contribution Agreement or the Receivables.

 (e) Security Interest Matters . This Receivables Contribution Agreement creates a valid and continuing “security interest”
(as defined in the Relevant UCC) in the Receivables in favor of the Grantor Trust, which security interest is prior to all other Liens (other than the Lien created by the Indenture) and is enforceable as such against creditors of and purchasers from
the Seller. The Receivables constitute “chattel paper” (as defined in the Relevant UCC), either evidenced by a tangible copy or an electronic copy. The Issuer has caused or will cause prior to the Closing Date the filing of all
appropriate financing statements in the proper filing offices in the appropriate jurisdictions under applicable law necessary to perfect the security interest in the Receivables granted to the Grantor Trust under this Receivables Contribution
Agreement. Other than the security interests granted under the Transaction Documents, the Issuer has not pledged, assigned, sold, granted a security interest in or otherwise conveyed any of the Receivables. The Issuer has not authorized the filing
of, and is not aware of any financing statements against the Issuer that include a description of, collateral covering the Receivables other than any financing statement relating to the security interests granted under the Transaction Documents or
that has been terminated. The motor vehicle retail installment sale contracts that constitute or evidence the Receivables do not have any marks or notations indicating that they have

 4

been pledged, assigned or otherwise conveyed to any Person other than the Depositor, the Issuer, the Grantor Trust or the Indenture Trustee. The Issuer is not aware of any material judgment or
tax lien filings against the Issuer. The Issuer has not communicated, and will not communicate, an “authoritative copy” (as defined in the Relevant UCC) of any Receivable to any Person other than the Servicer, the Depositor, the Grantor
Trust or the Indenture Trustee.
 (f) Financing Statements . All financing statements filed or to be filed against the Issuer in favor
of the Grantor Trust contain or will contain a statement substantially to the following effect: “A purchase of or security interest in any collateral described in this financing statement will violate the rights of the Secured Party.”

 (g) Valid Assignment . The Receivables and the other Conveyed Assets have been validly assigned by the Issuer to the Grantor Trust.

 3.2 Assumption of the Obligations of the Issuer . Any Person that succeeds to the rights and obligations of the Issuer under
and in accordance with the Indenture shall be the successor to the Issuer under this Receivables Contribution Agreement without the execution or filing of any other document or any further act on the part of any of the parties to this Receivables
Contribution Agreement; provided, however, that (x) the Issuer or such successor shall have delivered to the Owner Trustee and the Indenture Trustee an Officer’s Certificate and an Opinion of Counsel each stating that such merger,
conversion, consolidation or succession and such agreement of assumption comply with this Section 3.2 , (y) the Issuer or such successor shall have delivered to the Owner Trustee and the Indenture Trustee an Opinion of
Counsel either (A) stating that, in the opinion of such counsel, all financing statements and continuation statements and amendments thereto have been authorized and filed that are necessary to fully preserve and protect the interest of the
Grantor Trust in the Receivables and reciting the details of such filings or referring to prior Opinions of Counsel in which such details are given, or (B) stating that, in the opinion of such counsel, no such action shall be necessary to fully
preserve and protect such interest and (z) the Rating Agency Condition shall have been satisfied.
 3.3 Exchange Act Filings .
The Grantor Trust hereby authorizes the Seller to prepare, sign, certify and file any and all reports, statements and information respecting the Issuer and/or the Notes required to be filed pursuant to the Exchange Act, and the rules thereunder.

 ARTICLE IV
 OPTIONAL PURCHASE

 4.1 Optional Purchase of Trust Estate . If, as of the last day of any Collection Period, the Pool Balance shall be less than or
equal to 10% of the Pool Balance as of the Cutoff Date, the Servicer shall have the option to purchase on the following Distribution Date the Trust Estate from the Issuer (other than the Trust Accounts) and the Grantor Trust Estate from the Grantor
Trust. To exercise such option, the Servicer shall notify the Depositor, the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee and the Rating Agencies no later than ten (10) days prior to the Distribution Date on which such
repurchase is to be effected and shall deposit into the Collection Account on the Business Day preceding such Distribution Date an amount equal to the aggregate Purchase Amount for the Receivables, plus the appraised value of any other assets in the
Trust Estate and the Grantor Trust Estate, if necessary, other than the Trust Accounts,

 5

such value to be determined by an appraiser mutually agreed upon by the Servicer, the Owner Trustee and the Indenture Trustee; provided , however , that the Servicer shall not be
permitted to exercise such option unless the amount to be deposited in the Collection Account plus Available Funds for such Distribution Date pursuant to this Section 4.1 is at least equal to the sum of all amounts due to the Servicer
under the Sale and Servicing Agreement plus the Note Balance plus all accrued but unpaid interest (including any overdue interest) on the Notes plus all amounts due to the Servicer for any outstanding and unreimbursed Simple
Interest Advances, any outstanding and Unreimbursed Servicer Advances and any outstanding and unreimbursed Unrelated Amounts. Upon such payment, the Servicer shall succeed to and own all interests in and to the Trust Estate and the Grantor Trust
Estate. The purchase price paid by the Servicer will be used to redeem the Notes and make payments in full to the Noteholders in the manner set forth in Article IV of the Sale and Servicing Agreement. The excess, if any, of such purchase price and
Available Funds after payment of the amounts described in this Section 4.1 and any other amounts owed by the Issuer under the Indenture will be distributed to the Certificateholders.

 ARTICLE V
 COVENANTS OF THE ISSUER

 5.1 Protection of Right, Title and Interest in, to and Under the Receivables. (a) The Issuer, at its expense, shall cause all
financing statements and continuation statements and any other necessary documents covering the Grantor Trust’s and the Indenture Trustee’s right, title and interest in, to and under the Conveyed Assets to be promptly authorized,
recorded, registered and filed, and at all times to be kept recorded, registered and filed, all in such manner and in such places as may be required by law to fully preserve and protect the right, title and interest of the Grantor Trust and the
Indenture Trustee hereunder to the Conveyed Assets (to the extent that the interest of the Grantor Trust or the Indenture Trustee therein can be perfected by the filing of a financing statement). The Issuer shall deliver to the Grantor Trust
file-stamped copies of, or filing receipts for, any document recorded, registered or filed as provided above, as soon as available following such recording, registration or filing. The Grantor Trust shall cooperate fully with the Issuer in
connection with the obligations set forth above and will execute any and all documents reasonably required to fulfill the intent of this subsection.

 (b) Within five (5) days after the Issuer makes any change in its name, identity or organizational structure which would make any
financing statement or continuation statement filed in accordance with Section 5.1(a) seriously misleading within the meaning of the Relevant UCC, the Issuer shall give the Grantor Trust notice of any such change and,
within thirty (30) days after such change, shall authorize and file such financing statements or amendments as may be necessary to continue the perfection of the Grantor Trust’s security interest in the Conveyed Assets.

 (c) The Issuer shall give the Grantor Trust written notice within five (5) days of any relocation of the State of organization of the
Issuer or any office in which the Issuer keeps records concerning the Receivables and whether, as a result of such relocation, the applicable provisions of the Relevant UCC would require the filing of any amendment of any previously filed financing
or continuation statement or of any new financing statement and, within thirty (30) days after such relocation, shall authorize and file such financing statements or amendments as may be necessary to continue the perfection of the interest of
the Grantor Trust in the Conveyed Assets. The Issuer shall at all times maintain its State of organization, its principal place of business, its chief executive office and the location of the office where the Receivable Files and any accounts and
records relating to the Receivables are kept within the United States.

 6

 5.2 Security Interests . Except for the conveyances under the Transaction Documents,
the Issuer covenants that it will not sell, pledge, assign or transfer to any other Person, or grant, create, incur, assume or suffer to exist any Lien on any Receivable, whether now existing or hereafter created, or any interest therein, except for
Liens that will be released contemporaneously with the transfer of the Receivables under the Transaction Documents. The Issuer will immediately notify the Grantor Trust of the existence of any Lien on any Receivable (other than a Lien created
pursuant to the Transaction Documents), and the Issuer shall defend the right, title and interest of the Grantor Trust in, to and under the Conveyed Assets, whether now existing or hereafter created, against all claims of third parties claiming
through or under the Issuer.
 ARTICLE VI

 MISCELLANEOUS PROVISIONS
 6.1
 Amendment .
 (a) This Receivables Contribution Agreement may be amended from time to time by a written amendment duly executed and
delivered by the Grantor Trust and the Issuer, without the consent of any Noteholder or any other Person; provided , however , that (i) any such amendment shall not, as evidenced by an Opinion of Counsel to the Issuer delivered to
the Indenture Trustee, adversely affect in any material respect the interests of the Noteholders or (ii) the Rating Agency Condition is satisfied with respect to such amendment and the Issuer or the Grantor Trust notifies the Indenture Trustee
in writing that the Rating Agency Condition is satisfied with respect to such amendment.
 (b) This Receivables Contribution Agreement may
also be amended from time to time for any other purpose by a written amendment duly executed and delivered by the Issuer and by the Grantor Trust; provided, however, that any such amendment that materially adversely affects the interests of the
Noteholders under the Indenture, the Sale and Servicing Agreement or the Trust Agreement must be consented to by the Noteholders evidencing not less than 51% of the Note Balance of the Controlling Class.

 (c) Any term or provision of this Receivables Contribution Agreement may also be amended from time to time by the Issuer and the Grantor Trust
for the purpose of conforming the terms of this Receivables Contribution Agreement to the description thereof in the Prospectus or, to the extent not contrary to the Prospectus, to the description thereof in an offering memorandum with respect to
the Class E Notes or an offering memorandum with respect to the Certificates, without the consent of the Indenture Trustee, any Noteholder, any Certificateholder, the Owner Trustee, the Grantor Trust Trustee or any other Person;
 provided , however , that the Issuer and the Grantor Trust shall provide written notification of the substance of such amendment to the Indenture Trustee, the Grantor Trust Trustee and the Owner Trustee.

 7

 (d) Prior to the execution of any amendment or consent pursuant to this
 Section 6.1 , the Issuer shall provide written notification of the substance of such amendment or consent to each Rating Agency.

 (e) Promptly after the execution of any amendment to this Receivables Contribution Agreement, the Issuer shall furnish an executed copy of such
amendment to the Owner Trustee, the Grantor Trust Trustee, the Indenture Trustee and the Rating Agencies.
 (f) It shall not be necessary
for the consent of the Noteholders pursuant to Section 6.1(b) to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner
of obtaining such consents (and any other consents of the Noteholders provided for in this Receivables Contribution Agreement) and of evidencing the authorization of the execution thereof by the Noteholders shall be subject to such reasonable
requirements as the Owner Trustee and the Indenture Trustee may prescribe.
 (g) Notwithstanding subsections (a) and (b)
of this Section 6.1 , this Receivables Contribution Agreement may only be amended if (i) the Certificateholders evidencing not less than 51% of the aggregate Certificate Percentage Interests, or, if 100% of the
aggregate Certificate Percentage Interests is then beneficially owned by CarMax Funding and/or its Affiliates, such Person (or Persons) consent to such amendment or (ii) such amendment shall not, as evidenced by an Officer’s Certificate
of the Administrator or an Opinion of Counsel delivered to the Indenture Trustee and the Owner Trustee, materially and adversely affect the interests of the Certificateholders. For the avoidance of doubt, no consent of the Certificateholders or
delivery of any such Officer’s Certificate or Opinion of Counsel contemplated in clause (ii) of this subsection (g) shall be required in connection with an amendment to this Agreement pursuant to subsection (c) of
this Section 6.1 .
 (h) Notwithstanding anything herein to the contrary, for purposes of classifying the Issuer as
other than a corporation and the Grantor Trust as a grantor trust under the Code, without the consent of all of the Noteholders and all of the Certificateholders, no amendment shall be made to this Receivables Contribution Agreement that would cause
the Issuer or the Grantor Trust (or any part thereof) to be classified as an association or publicly traded partnership taxable as a corporation for United States federal income tax purposes, or the Issuer or the Grantor Trust to be treated as
engaged in the conduct of a trade or business within the United States, or the Grantor Trust (or any part thereof) to be classified as other than a grantor trust under subtitle A, chapter 1, subchapter J, part I, subpart E of the Code.

 6.2 Governing Law . THIS RECEIVABLES CONTRIBUTION AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK,
WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW), AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN
ACCORDANCE WITH SUCH LAWS.

 8

 6.3 Notices . All demands, notices and communications hereunder shall be in writing
and shall be deemed to have been duly given if personally delivered at or sent by telecopier, overnight courier or mailed by registered mail, return receipt requested, in the case of (i) the Issuer, to the Corporate Trust Office of the Owner
Trustee, with a copy to the Administrator, and (ii) the Grantor Trust, to the Corporate Trust Office of the Grantor Trust Trustee, with a copy to the Administrator; or, as to either of such Persons, at such other address as shall be designated
by such Person in a written notice to the other Person.
 6.4 Severability of Provisions . If any one or more of the covenants,
agreements, provisions or terms of this Receivables Contribution Agreement shall for any reason whatsoever be held invalid, then such covenants, agreements, provisions or terms shall be deemed severable from the remaining covenants, agreements,
provisions and terms of this Receivables Contribution Agreement and shall in no way affect the validity or enforceability of the other covenants, agreements, provisions and terms of this Receivables Contribution Agreement or any amendment or
supplement hereto.
 6.5 Further Assurances . The Issuer and the Grantor Trust agree to do and perform, from time to time, any and all
acts and to execute any and all further instruments required or reasonably requested by the other party hereto or by the Indenture Trustee more fully to effect the purposes of this Receivables Contribution Agreement, including the execution of any
financing statements, amendments, continuation statements or releases relating to the Receivables for filing under the provisions of the Relevant UCC or other law of any applicable jurisdiction.

 6.6 No Waiver; Cumulative Remedies . No failure to exercise and no delay in exercising, on the part of the Issuer or the Grantor Trust,
any right, remedy, power or privilege hereunder shall operate as a waiver thereof; nor shall any single or partial exercise of any right, remedy, power or privilege hereunder preclude any other or further exercise thereof or the exercise of any
other right, remedy, power or privilege. The rights, remedies, powers and privileges herein provided are cumulative and not exhaustive of any rights, remedies, powers and privileges provided by law.

 6.7 Counterparts and Electronic Signature . This Receivables Contribution Agreement may be executed in two or more counterparts (and by
different parties on separate counterparts), each of which shall be an original, but all of which together shall constitute one and the same instrument. Each party agrees that this Receivables Contribution Agreement and any other documents to be
delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Receivables Contribution Agreement or such other documents shall have the same effect as manual signatures for the purposes of
validity, enforceability and admissibility.
 6.8 Headings and Table of Contents . The Table of Contents and headings herein are for
purposes of reference only and shall not otherwise affect the meaning or interpretation of any provision hereof.
 6.9 No Petition .
Each party hereto covenants and agrees that so long as this Receivables Contribution Agreement is in effect, and for one year plus one day following its termination, it will not file any involuntary petition or otherwise institute, or cooperate with
or encourage others to institute, any bankruptcy, reorganization arrangement, insolvency or liquidation proceeding or other proceedings under any federal or State bankruptcy law or similar law against the Depositor, the Issuer or the Grantor Trust.

 9

 6.10 Limitation of Liability of Owner Trustee and Grantor Trust Trustee . It is
expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust, National Association, not individually or personally but solely as Owner Trustee of the Issuer and as Grantor Trust
Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, (b) each of the representations, undertakings and agreements herein made on the part of the Issuer or the Grantor Trust is made and intended
not as personal representations, undertakings and agreements by Wilmington Trust, National Association but is made and intended for the purpose of binding only the Issuer or the Grantor Trust, as applicable, (c) nothing herein contained shall
be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein of the Issuer or the Grantor Trust, all such liability, if any, being
expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has not verified and made no investigation as to the accuracy or completeness of any
representations and warranties made by the Issuer or the Grantor Trust in this Agreement and (e) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the
Issuer or the Grantor Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust under this Agreement or any other related documents.

 [SIGNATURE PAGE FOLLOWS]

 10

 IN WITNESS WHEREOF, the parties hereto have caused this Receivables Contribution Agreement
to be duly executed by their respective officers as of the day and year first above written.

 CARMAX SELECT RECEIVABLES TRUST 2026-B

 By: WILMINGTON TRUST, NATIONAL ASSOCIATION,

 not in its individual capacity but solely

 as Owner Trustee

 By:

 Name:

 Title:

 CARMAX SELECT RECEIVABLES GRANTOR TRUST 2026-B

 By: WILMINGTON TRUST, NATIONAL ASSOCIATION,

 not in its individual capacity but solely

 as Grantor Trust Trustee

 By:

 Name:

 Title:

 Solely with respect to Section 4.1:

 CARMAX BUSINESS SERVICES, LLC,

 as Servicer

 By:

 Name:

 Title:

 EXHIBIT A

 BILL OF SALE AND ASSIGNMENT

 For value received, in accordance with the receivables contribution agreement, dated as of June 1, 2026 (the “ Receivables
Contribution Agreement ”), between the undersigned and CarMax Select Receivables Grantor Trust 2026-B (the “ Grantor Trust ”), the undersigned does hereby sell, assign, transfer, set
over and otherwise convey unto the Grantor Trust, without recourse, all right, title and interest of the undersigned, whether now owned or hereafter acquired, in, to and under (i) the Receivables listed on Schedule A
hereto (the “ Receivables ”); (ii) all amounts received on or in respect of the Receivables after the Cutoff Date; (iii) the security interests in the Financed Vehicles granted by the Obligors pursuant to the Receivables
and any other interest of the undersigned in such Financed Vehicles; (iv) all proceeds from claims on or refunds of premiums with respect to physical damage, theft, GAP, credit life or credit disability insurance policies relating to the
Financed Vehicles or the Obligors; (v) the Receivable Files; (vi) all rights of the Depositor under the Receivables Purchase Agreement, including the right to require the Seller to repurchase Receivables from the Depositor; (vii) all
rights of the Issuer under the Sale and Servicing Agreement, including the right to require the Depositor to repurchase the Receivables from the Issuer; (viii) the right to realize upon any property (including the right to receive future
Liquidation Proceeds) that shall have secured a Receivable and have been repossessed by or on behalf of the Grantor Trust; and (ix) all present and future claims, demands, causes of action and choses in action in respect of any or all of the
foregoing and all payments on or under and all proceeds of every kind and nature whatsoever in respect of any or all of the foregoing, including all proceeds of the conversion thereof, voluntary or involuntary, into cash or other liquid property,
all accounts, general intangibles, chattel paper, instruments, documents, money, investment property, deposit accounts, letters of credit, letter-of-credit rights,
insurance proceeds, condemnation awards, rights to payment of any and every kind and other forms of obligations, and all other property which at any time constitutes all or part of or is included in the proceeds of any of the foregoing.

 This Bill of Sale and Assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned
contained in the Receivables Contribution Agreement and is to be governed by the Receivables Contribution Agreement.
 Capitalized terms
used and not otherwise defined herein shall have the meaning assigned to them in the Receivables Contribution Agreement.

 Ex. A1

 IN WITNESS WHEREOF, the undersigned has caused this Bill of Sale and Assignment to be duly
executed as of June 16, 2026.

 CARMAX SELECT RECEIVABLES TRUST 2026-B

 By: CARMAX BUSINESS SERVICES, LLC, as Administrator

 By:

 Name:

 Title:

 Ex. A-2

 SCHEDULE A

 To Bill of Sale and Assignment

 RECEIVABLE SCHEDULE
 On
file with the Servicer at:
 CarMax Business Services, LLC

 12800 Tuckahoe Creek Parkway

 Richmond, Virginia 23238

 Ex. A-3

EX-99.4 · d128690dex994.htm

EX-99.4
 13
 d128690dex994.htm
 EX-99.4

 Exhibit 99.4

 CARMAX SELECT RECEIVABLES TRUST 2026-B,

 as Issuer,
 CARMAX SELECT
RECEIVABLES GRANTOR TRUST 2026-B,
 as Grantor Trust,

 CARMAX BUSINESS SERVICES, LLC,
 as
Administrator,
 and
 U.S.
BANK TRUST COMPANY, NATIONAL ASSOCIATION,
 as Indenture Trustee

 ADMINISTRATION AGREEMENT
 Dated
as of June 1, 2026

 ADMINISTRATION AGREEMENT, dated as of June 1, 2026 (as amended, supplemented or
otherwise modified and in effect from time to time, this “ Agreement ”), by and among CARMAX SELECT RECEIVABLES TRUST 2026-B, a Delaware statutory trust (the “ Issuer ”),
CARMAX SELECT RECEIVABLES GRANTOR TRUST 2026-B, a Delaware statutory trust (the “ Grantor Trust ”), CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (in
such capacity, the “ Administrator ”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as indenture trustee (in such capacity, the “ Indenture
Trustee ”).
 WHEREAS, the Issuer is issuing 4.020% Class A-1 Asset-backed Notes,
4.35% Class A-2 Asset-backed Notes, 4.64% Class A-3 Asset-backed Notes, 4.88% Class B Asset-backed Notes, 5.19% Class C Asset-backed Notes, 5.80%
Class D Asset-backed Notes and 7.36% Class E Asset-backed Notes (collectively, the “ Notes ”) pursuant to the Indenture, dated as of June 1, 2026 (as amended, supplemented or otherwise modified and in effect from time
to time, the “ Indenture ”), by and among the Issuer, the Grantor Trust and the Indenture Trustee;
 WHEREAS, the Issuer
has entered into certain agreements in connection with the issuance of the Notes and the issuance of certain beneficial interests in the Issuer, including (i) a Sale and Servicing Agreement, dated as of June 1, 2026 (as amended,
supplemented or otherwise modified and in effect from time to time, the “ Sale and Servicing Agreement ”), by and among the Issuer, the Grantor Trust, CarMax Auto Funding LLC, a Delaware limited liability company, as depositor, and
CarMax Business Services, LLC, as servicer, (ii) a Receivables Contribution Agreement, dated as of June 1, 2026 (as amended, supplemented or otherwise modified and in effect from time to time, the “ Receivables Contribution
Agreement ”), by and between the Issuer and the Grantor Trust, (iii) a Letter of Representations, dated June 16, 2026 (as amended, supplemented or otherwise modified and in effect from time to time, the “ Depository
Agreement ”), by the Issuer and delivered to The Depository Trust Company, as the initial Clearing Agency, relating to the Notes and the Certificates, (iv) the Indenture, (v) an Amended and Restated Grantor Trust Agreement, dated
as of June 1, 2026 (as amended, supplemented or otherwise modified and in effect from time to time, the “ Grantor Trust Agreement ”), by the Issuer and Wilmington Trust, National Association, a national banking association, not
in its individual capacity but solely as grantor trust trustee (the “ Grantor Trust Trustee ”), and (vi) an Asset Representations Review Agreement, dated as of June 1, 2026 (as amended, supplemented or otherwise modified
and in effect from time to time, the “ Asset Representations Review Agreement ”), by and among the Issuer, the Grantor Trust, CarMax Business Services, LLC, as servicer, and Clayton Fixed Income Services LLC, as asset
representations reviewer (collectively with the Sale and Servicing Agreement, the Receivables Contribution Agreement, the Depository Agreement, the Grantor Trust Agreement and the Indenture, the “ Related Issuer Agreements ”);

 WHEREAS, the Grantor Trust has entered into certain agreements in connection with the issuance of the Grantor Trust Certificate, including
(i) the Sale and Servicing Agreement, (ii) the Indenture, (iii) the Asset Representations Review Agreement and (iv) the Receivables Contribution Agreement (the Grantor Trust Agreement and each of the agreements referred to in
clauses (i) through (iv) are referred to herein collectively as the “ Related Grantor Trust Agreements ”, and collectively with the Related Issuer Agreements, the “ Related Agreements ”);

 WHEREAS, pursuant to the Related Agreements, the Issuer, the Grantor Trust and Wilmington
Trust, National Association, a national banking association, not in its individual capacity but solely as owner trustee of the Issuer (in such capacity, the “ Owner Trustee ”) and as Grantor Trust Trustee are required to perform
certain duties in connection with (i) the Notes and the collateral pledged to secure the Notes pursuant to the Indenture (the “ Collateral ”) and (ii) the beneficial interests in the Issuer and the Grantor Trust;

 WHEREAS, the Issuer, the Grantor Trust, the Owner Trustee and the Grantor Trust Trustee desire to have the Administrator perform certain of
the duties of the Issuer, the Grantor Trust, the Owner Trustee and the Grantor Trust Trustee referred to in the preceding clause and to provide such additional services consistent with the terms of this Agreement and the Related Agreements as the
Issuer, the Grantor Trust, the Owner Trustee and the Grantor Trust Trustee may from time to time request; and
 WHEREAS, the Administrator
has the capacity to provide the services required hereby and is willing to perform such services for the Issuer, the Grantor Trust, the Owner Trustee and the Grantor Trust Trustee on the terms set forth herein;

 NOW, THEREFORE, in consideration of the mutual covenants contained herein and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
 SECTION 1. Definitions .

 (a) Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in Appendix A to the Sale and
Servicing Agreement.
 (b) All terms defined in this Administration Agreement shall have the defined meanings when used in any certificate
or other document made or delivered pursuant hereto unless otherwise defined therein.
 (c) As used in this Administration Agreement and in
any certificate or other document made or delivered pursuant hereto or thereto, accounting terms not defined in this Administration Agreement or in any such certificate or other document, and accounting terms partly defined in this Administration
Agreement or in any such certificate or other document to the extent not defined, shall have the respective meanings assigned to them under generally accepted accounting principles. To the extent that the definitions of accounting terms in this
Administration Agreement or in any such certificate or other document are inconsistent with the meanings of such terms under generally accepted accounting principles, the definitions contained in this Administration Agreement or in any such
certificate or other document shall control.
 (d) The words “hereof”, “herein” and “hereunder” and
words of similar import when used in this Administration Agreement shall refer to this Administration Agreement as a whole and not to any particular provision of this Administration Agreement; Article, Section, subsection, Schedule and
Exhibit references contained in this Administration Agreement are references to Articles, Sections, subsections, Schedules and Exhibits in or to this Administration Agreement unless otherwise specified. The term “including” shall
mean “including without limitation.”

 2

 (e) The definitions contained in this Administration Agreement are applicable to the
singular as well as the plural forms of such terms and to the masculine as well as to the feminine and neuter genders of such terms.
 (f)
Any agreement, instrument or statute defined or referred to herein or in any instrument or certificate delivered in connection herewith means such agreement, instrument or statute as from time to time amended, modified or supplemented and includes
(in the case of agreements or instruments) references to all attachments thereto and instruments incorporated therein. References to a Person are also to its permitted successors and assigns.

 SECTION 2. Duties of the Administrator .

 (a) Duties with Respect to the Related Agreements and the Transaction Documents .

 (i) The Administrator shall perform all its duties as Administrator under the Depository Agreement. In addition, the
Administrator shall consult with the Owner Trustee and the Grantor Trust Trustee regarding the duties of the Issuer, the Grantor Trust, the Grantor Trust Trustee or the Owner Trustee under the Related Agreements. The Administrator shall monitor the
performance of the Issuer and the Grantor Trust and shall advise the Owner Trustee and the Grantor Trust Trustee when action is necessary to comply with the Issuer’s or the Grantor Trust’s duties under the Related Agreements. The
Administrator shall prepare for execution by the Issuer, the Grantor Trust, the Owner Trustee or the Grantor Trust Trustee, or shall cause the preparation by other appropriate persons of, all such documents, reports, filings, instruments,
certificates and opinions that it shall be the duty of the Issuer, the Grantor Trust, the Owner Trustee or the Grantor Trust Trustee to prepare, file or deliver pursuant to the Related Agreements. In furtherance of the foregoing, the Administrator
shall take all appropriate action that the Issuer, the Grantor Trust, the Owner Trustee or the Grantor Trust Trustee is obligated to take (other than any obligation to make any payment required to be made by the Issuer under any Related Agreements)
pursuant to the Indenture and the Asset Representations Review Agreement, including, without limitation, such of the foregoing as are required with respect to the following matters under the Indenture (references are to sections of the Indenture):

 (A) the duty to cause the Note Register to be kept and to give the Indenture Trustee notice of any appointment of a new
Note Registrar and the location, or change in location, of the Note Register (Section 2.5);
 (B) the notification of
Noteholders of the final principal payment on their Notes (Section 2.8(g));
 (C) the preparation of or obtaining of the
documents and instruments required for authentication of the Notes and delivery of the same to the Indenture Trustee (Sections 2.2, 2.3, 2.6 and 2.13);

 (D) the preparation of Definitive Notes in accordance with the instructions of the Clearing Agency (Section 2.13);

 3

 (E) the preparation, obtaining or filing of the instruments, opinions,
certificates and other documents required for the release of collateral (Section 2.10);
 (F) the duty to give the Indenture
Trustee notice of any appointment of a new Calculation Agent (Section 3.1);
 (G) the maintenance of an office or agency in
St. Paul, Minnesota, where Notes may be surrendered for registration of transfer or exchange (Section 3.2);
 (H) the duty
to cause newly appointed Paying Agents, if any, to deliver to the Indenture Trustee the instrument specified in the Indenture regarding funds held in trust (Section 3.3);

 (I) the direction to the Indenture Trustee to deposit monies with Paying Agents, if any, other than the Indenture Trustee
(Section 3.3);
 (J) the obtaining and preservation of the Issuer’s existence and qualification to do business in each
jurisdiction in which such qualification is or shall be necessary to protect the validity and enforceability of the Indenture, the Notes, the Collateral and each other instrument or agreement included in the Collateral (Section 3.4);

 (K) the preparation of all supplements and amendments to the Indenture and all financing statements, continuation statements,
instruments of further assurance and other instruments and the taking of such other action as is necessary or advisable to protect the Collateral (Section 3.5);

 (L) the duty to use best efforts not to permit any action to be taken by others that would release any Person from any of such
Person’s material covenants or obligations under any instrument or agreement included in the Collateral or that would result in the amendment, hypothecation, subordination, termination or discharge of, or impair the validity or effectiveness
of, any such instrument or agreement, except as expressly provided in the Indenture and the other Transaction Documents (Section 3.7(a));

 (M) the delivery of the Opinion of Counsel on the Closing Date and the annual delivery of Opinions of Counsel as to the
Collateral, and the annual delivery of the Officer’s Certificate and certain other statements as to compliance with the Indenture (Sections 3.6 and 3.9);

 (N) the identification to the Indenture Trustee in an Officer’s Certificate of a Person with whom the Issuer has
contracted to perform its duties under the Indenture (Section 3.7(b));

 4

 (O) the preparation and delivery of written notice to the Indenture Trustee,
the Depositor and the Rating Agencies of an Event of Servicing Termination under the Sale and Servicing Agreement and, if such Event of Servicing Termination arises from the failure of the Servicer to perform any of its duties or obligations under
the Sale and Servicing Agreement with respect to the Receivables, the taking of all reasonable steps available to remedy such failure (Section 3.7(d));

 (P) the preparation and delivery of written notice to the Depositor, the Indenture Trustee and the Rating Agencies of any
termination of the Servicer’s rights and powers under the Sale and Servicing Agreement and the preparation and delivery of written notice to the Depositor, the Indenture Trustee and the Rating Agencies of any appointment of a Successor
Servicer under the Sale and Servicing Agreement (Section 3.7(f));
 (Q) the duty to cause the Servicer to comply with
Sections 3.7, 3.9, 3.10, 3.11, 3.12, 3.13 and 3.14 and Article VII of the Sale and Servicing Agreement (Section 3.14);
 (R)
the preparation and obtaining of documents and instruments required for the consolidation or merger of the Issuer (Section 3.10(a)(vi)) or the conveyance or transfer by the Issuer of its properties or assets (Section 3.10(b));

 (S) the preparation and delivery of written notice to the Indenture Trustee, the Depositor and the Rating Agencies of each
Event of Default under the Indenture, each default by the Depositor or the Servicer under the Sale and Servicing Agreement and each default by the Seller or the Depositor under the Receivables Purchase Agreement (Section 3.18);

 (T) upon the request of the Indenture Trustee, the duty to execute and deliver such further instruments and do such further
acts as may be reasonably necessary or proper to carry out more effectively the purpose of the Indenture (Section 3.20);

 (U) the monitoring of the Issuer’s obligations as to the satisfaction and discharge of the Indenture and the preparation
of an Officer’s Certificate and the obtaining of the Opinion of Counsel and the Independent Certificate (if required) relating thereto (Section 4.1);

 (V) the compliance with any written directive of the Indenture Trustee with respect to the sale of the Collateral at one or
more public or private sales called and conducted in any manner permitted by law if an Event of Default shall have occurred and be continuing under the Indenture (Section 5.4);

 (W) the duty to take various lawful actions upon the request of the Indenture Trustee in connection with compelling or securing
the performance and observance by the Depositor and the Servicer of their respective obligations to the Issuer under or in connection with the Sale and Servicing Agreement or by the Seller of its obligations under or in connection with the
Receivables Purchase Agreement (Section 5.16);

 5

 (X) the preparation and delivery of written notice to the Noteholders of the
removal of the Indenture Trustee and the appointment of a successor Indenture Trustee (Section 6.8);
 (Y) the preparation
of any written instruments required to confirm more fully the authority of any co-trustee or separate trustee and any written instruments necessary in connection with the resignation or removal of any co-trustee or separate trustee (Section 6.10);
 (Z) the maintenance of the effectiveness
of the sales finance company licenses required under the Maryland Code and the Pennsylvania Motor Vehicle Sales Finance Company Act (Section 3.21);

 (AA) the furnishing or causing to be furnished to the Indenture Trustee of the names and addresses of Noteholders during any
period when the Indenture Trustee is not the Note Registrar (Section 7.1);
 (BB) the preparation and, after execution by
the Issuer, filing with the Commission, any applicable state agencies and the Indenture Trustee of documents required to be filed on a periodic basis with, and summaries thereof as may be required by the rules and regulations of, the Commission and
any applicable state agencies and the transmission of such summaries, as necessary, to the Noteholders (Section 7.3);
 (CC)
the duty to send to the Servicer any request of a Note Owner to communicate with other Noteholders or Note Owners about a possible exercise of rights under the Transaction Documents (Section 7.5(b));

 (DD) the duty to remove the Asset Representations Reviewer or appoint a replacement Asset Representations Reviewer (which costs
associated with the termination of the Asset Representations Reviewer and the appointment of a successor shall be borne by the Administrator) and cause the retiring Asset Representations Reviewer to provide the successor Asset Representations
Reviewer with any information relating to an ongoing Asset Representations Review and providing a copy of any Asset Representations Review Notice to the Seller, the Depositor and the Servicer (Section 7.6);

 (EE) the opening of one or more trust accounts in the Indenture Trustee’s name, the preparation and delivery of Issuer
Orders, Officer’s Certificates and Opinions of Counsel and all other actions necessary with respect to the investment and reinvestment of funds in the Collection Account and the Reserve Account (Sections 8.2 and 8.3);

 6

 (FF) the preparation and delivery of an Issuer Request and Officer’s
Certificate and the obtaining of an Opinion of Counsel and Independent Certificates, if necessary, for the release of the Collateral (Sections 8.4 and 8.5);

 (GG) the preparation and delivery of Issuer Orders and the obtaining of an Opinion of Counsel with respect to the execution of
supplemental indentures and the mailing to the Noteholders and the Rating Agencies, as applicable, of notices with respect to such supplemental indentures (Sections 9.1, 9.2 and 9.3);

 (HH) the execution and delivery of new Notes conforming to any supplemental indenture (Section 9.6);

 (II) the duty to notify Noteholders of redemption of the Notes or to cause the Indenture Trustee to provide such notification
(Section 10.2);
 (JJ) the preparation and delivery of Officer’s Certificates and the obtaining of an Opinion of
Counsel and Independent Certificates, if necessary, with respect to any requests by the Issuer to the Indenture Trustee to take any action under the Indenture (Sections 11.1(a), (c), (d) and (e));

 (KK) the preparation and delivery of Officer’s Certificates and the obtaining of Opinions of Counsel and Independent
Certificates, if necessary, for the release of Collateral from the lien of the Indenture (Section 11.1(e));
 (LL) the
preparation and delivery of written notice to the Rating Agencies, upon the failure of the Indenture Trustee to give such notification, of the information required pursuant to the Indenture (Section 11.4);

 (MM) the preparation and delivery to the Indenture Trustee of any agreements with respect to alternate payment and notice
provisions (Section 11.6); and
 (NN) the recording of the Indenture, if applicable (Section 11.15).

 (ii) The Administrator (but not the Indenture Trustee if it is then acting as the successor Administrator) shall:

 (A) pay the Indenture Trustee from time to time such compensation and fees for all services rendered by the Indenture Trustee
under the Indenture as have been agreed to in a separate fee schedule between the Administrator and the Indenture Trustee (which compensation shall not be limited by any provision of law in regard to the compensation of a trustee of an express
trust);
 (B) except as otherwise expressly provided in the Indenture, reimburse the Indenture Trustee upon its request for
all reasonable expenses,

 7

disbursements and advances incurred or made by the Indenture Trustee in accordance with any provision of the Indenture (including the reasonable compensation, expenses and disbursements of its
agents and counsel), except any such expense, disbursement or advance as may be attributable to its negligence or bad faith;

 (C) indemnify the Indenture Trustee and its agents for, and hold them harmless against, any loss, liability or expense incurred
without negligence or bad faith on their part arising out of or in connection with the acceptance or administration of the transactions contemplated by the Indenture, including the reasonable costs and expenses of defending themselves against any
claim or liability in connection with the exercise or performance of any of their powers or duties under the Indenture; and

 (D) indemnify the Owner Trustee and the Grantor Trust Trustee and their agents for, and hold them harmless against, any loss,
liability or expense incurred without negligence or bad faith on their part arising out of or in connection with the acceptance or administration of the transactions contemplated by the Trust Agreement, including the reasonable costs and expenses of
defending themselves against any claim or liability in connection with the exercise or performance of any of their powers or duties under the Trust Agreement.

 (b) Additional Duties .

 (i) In addition to the duties of the Administrator set forth above, the Administrator (A) shall perform such calculations
and shall prepare or shall cause the preparation by other appropriate persons of, and shall execute on behalf of the Issuer, the Grantor Trust, the Grantor Trust Trustee or the Owner Trustee, all such documents, reports, filings, instruments,
certificates and opinions that the Issuer, the Grantor Trust, the Grantor Trust Trustee or the Owner Trustee is obligated to prepare pursuant to the Related Agreements and (B) shall take all appropriate action that the Issuer, the Grantor
Trust, the Grantor Trust Trustee or the Owner Trustee is obligated to take pursuant to the Related Agreements. In furtherance of the foregoing, each of the Owner Trustee and Grantor Trust Trustee shall, on behalf of itself and the Issuer and the
Grantor Trust, respectively, execute and deliver to the Administrator and to each successor Administrator appointed pursuant to the terms hereof, one or more powers of attorney substantially in the form of Exhibit A hereto, appointing the
Administrator the attorney-in-fact of the Owner Trustee, the Grantor Trust Trustee, the Issuer and the Grantor Trust for the purpose of executing on behalf of the Owner
Trustee, the Grantor Trust Trustee, the Issuer and the Grantor Trust, respectively, all such documents, reports, filings, instruments, certificates and opinions. Subject to Section 6 of this Agreement, the Administrator shall administer,
perform or supervise the performance of such other activities in connection with the Collateral (including the Related Agreements) as are not covered by any of the foregoing provisions and are reasonably within the capability of the Administrator.

 8

 (ii) Notwithstanding anything in this Agreement or the Related Agreements to
the contrary, the Administrator shall be responsible for promptly notifying the Owner Trustee or the Grantor Trust Trustee, as applicable, and the Paying Agent in the event that any withholding tax is imposed on the Issuer’s payments (or
allocations of income) to a registered holder of the beneficial interests in the Issuer as contemplated in Section 5.2(c) of the Trust Agreement, or if any withholding tax is imposed on the Grantor Trust’s distributions to a registered
holder of the beneficial interests in the Grantor Trust as contemplated in Section 5.2 of the Grantor Trust Agreement. Any such notice shall specify the amount of any withholding tax required to be withheld by the Owner Trustee or the Paying
Agent pursuant to such provision.
 (iii) Notwithstanding anything in this Agreement or the Transaction Documents to the
contrary, the Administrator shall be responsible for performance of the duties of the Issuer or the Owner Trustee set forth in Section 5.5 of the Trust Agreement and of the Grantor Trust or the Grantor Trust Trustee set forth in
Section 5.4 of the Grantor Trust Agreement with respect to, among other things, accounting and reports to the beneficial owners of the interests in the Issuer.

 (iv) To the extent that any tax withholding is required as contemplated in Section 5.2(c) of the Trust Agreement and
Section 5.2 of the Grantor Trust Agreement, the Administrator shall deliver to the Owner Trustee, the Grantor Trust Trustee and the Indenture Trustee, on or before February 15, 2027, a certificate of an Authorized Officer in form and
substance satisfactory to the Owner Trustee, the Grantor Trust Trustee and the Paying Agent as to such tax withholding and the procedures to be followed with respect thereto to comply with the requirements of the Code. The Administrator shall update
such certificate if any additional tax withholding is subsequently required or any previously required tax withholding shall no longer be required.

 (v) The Administrator shall perform the duties of the Administrator specified in Section 10.2 of the Trust Agreement and
Section 10.2 of the Grantor Trust Agreement required to be performed in connection with the resignation or removal of the Owner Trustee or the Grantor Trust Trustee, as applicable, and any other duties expressly required to be performed by the
Administrator under the Trust Agreement, the Grantor Trust Agreement or any other Related Agreement.
 (vi) In carrying out
the foregoing duties or any of its other obligations under this Agreement, the Administrator may enter into transactions or otherwise deal with any of its affiliates; provided , however , that the terms of any such transactions or
dealings shall be in accordance with any directions received from the Issuer and shall be, in the Administrator’s opinion, no less favorable to the Issuer than would be available from unaffiliated parties.

 (vii) The Administrator shall give notice to each Rating Agency of: (A) any merger or consolidation of the Owner Trustee
pursuant to Section 10.4 of the Trust Agreement or the Grantor Trust Trustee pursuant to Section 10.4 of the Grantor Trust Agreement; (B) any merger or consolidation of the Indenture Trustee pursuant to Section 6.9 of the
Indenture; (C) any resignation or removal of the Indenture Trustee pursuant to

 9

Section 6.8 of the Indenture; (D) the termination of, and/or appointment of a successor to, the Servicer pursuant to Sections 8.1 or 8.2 of the Sale and Servicing Agreement;
(E) any declaration of acceleration of the Notes or rescission and annulment thereof pursuant to Section 5.2 of the Indenture; (F) any redemption of the Notes pursuant to Section 10.1 of the Indenture; (G) any proposed
action pursuant to Section 4.1 of the Trust Agreement or Section 4.1 of the Grantor Trust Agreement; and (H) any amendment or supplement to the Trust Agreement pursuant to Section 11.1 of the Trust Agreement or any amendment or
supplement to the Grantor Trust Agreement pursuant to Section 11.1 of the Grantor Trust Agreement; in the case of each of (A) through (H), promptly upon the Administrator being notified thereof by the Owner Trustee, the Grantor Trust
Trustee, the Indenture Trustee, the Servicer or the Noteholders, as applicable.
 (viii) To the extent a Repurchase Request
received from a Noteholder or Verified Note Owner has not been resolved, the alleged breach has not otherwise been cured or the related Receivable has not otherwise been repurchased, paid-off or otherwise
satisfied, within 180 days of the receipt of notice of the Repurchase Request by the Depositor, the Administrator shall direct the Indenture Trustee to notify such Requesting Party that the Repurchase Request remains unresolved in connection with
Section 2.4(c) of the Sale and Servicing Agreement.
 (c) Non-Ministerial Matters .

 (i) The Administrator shall not take any action with respect to matters related to the Issuer that, in the reasonable judgment
of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action the Administrator shall have notified the Issuer of the proposed action and the Issuer shall not have
withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternative direction. For the purpose of the preceding sentence, “non-ministerial” matters shall
include, without limitation:
 (A) the amendment of or any supplement to the Indenture;

 (B) the initiation of any claim or lawsuit by the Issuer or the compromise of any action, claim or lawsuit brought by or
against the Issuer (other than in connection with the collection of the Receivables or Permitted Investments);
 (C) the
amendment, change or modification of the Related Agreements;
 (D) the appointment of successor Note Registrars, successor
Paying Agents, successor Calculation Agent or successor Indenture Trustees pursuant to the Indenture, the appointment of successor Administrators or Successor Servicers or the consent to the assignment by the Note Registrar, the Paying Agent,
Calculation Agent or the Indenture Trustee of its obligations under the Indenture;
 (E) the removal of the Indenture
Trustee; and
 (F) the removal of the Asset Representations Reviewer.

 10

 (ii) The Administrator shall not take any action with respect to matters
related to the Grantor Trust that, in the reasonable judgment of the Administrator, are non-ministerial unless within a reasonable time before the taking of such action the Administrator shall have notified
the Grantor Trust of the proposed action and the Grantor Trust shall not have withheld consent, which consent shall not be unreasonably withheld or delayed, or provided an alternative direction. For the purpose of the preceding sentence, “non-ministerial” matters shall include, without limitation, the initiation of any claim or lawsuit by the Grantor Trust and the compromise of any action, claim or lawsuit brought by or against the
Grantor Trust.
 (iii) Notwithstanding anything to the contrary in this Agreement, the Administrator shall not be obligated
to, and shall not, (A) make any payments to the Noteholders, Certificateholders or Grantor Trust Certificateholders under the Related Agreements or (B) take any other action that the Issuer or the Grantor Trust directs the Administrator
not to take on its behalf.
 SECTION 3. Records . The Administrator shall maintain appropriate books of account and records relating
to services performed hereunder, which books of account and records shall be accessible for inspection by the Issuer, the Grantor Trust and the Company at any time during normal business hours.

 SECTION 4. Compensation . As compensation for the performance of the Administrator’s obligations under this Agreement, and as
reimbursement for its expenses related thereto, the Administrator shall be entitled to $500 per month, which compensation shall be solely an obligation of the Servicer.

 SECTION 5. Additional Information to be Furnished to the Issuer . The Administrator shall furnish to the Issuer from time to time such
additional information regarding the Collateral as the Issuer may reasonably request.
 SECTION 6. Independence of the
Administrator . For all purposes of this Agreement, the Administrator shall be an independent contractor and shall not be subject to the supervision of the Issuer, the Grantor Trust, the Grantor Trust Trustee or the Owner Trustee with respect to
the manner in which it accomplishes the performance of its obligations hereunder. Unless expressly authorized by the Issuer or the Grantor Trust, the Administrator shall have no authority to act for or represent the Issuer, the Grantor Trust, the
Grantor Trust Trustee or the Owner Trustee in any way and shall not otherwise be deemed an agent of the Issuer, the Grantor Trust, the Grantor Trust Trustee or the Owner Trustee.

 SECTION 7. No Joint Venture . Nothing contained in this Agreement (i) shall constitute the Administrator and any of the Issuer, the
Grantor Trust, the Grantor Trust Trustee or the Owner Trustee, as members of any partnership, joint venture, association, syndicate, unincorporated business or other separate entity, (ii) shall be construed to impose any liability as such on
any of them or (iii) shall be deemed to confer on any of them any express, implied or apparent authority to incur any obligation or liability on behalf of the others.

 11

 SECTION 8. Other Activities of Administrator . Nothing contained in this Agreement
shall prevent the Administrator or its affiliates from engaging in other businesses or, in its sole discretion, from acting in a similar capacity as an administrator for any other person or entity even though such person or entity may engage in
business activities similar to those of the Issuer, the Grantor Trust, the Grantor Trust Trustee, the Owner Trustee or the Indenture Trustee.

 SECTION 9. Term of Agreement; Resignation and Removal of Administrator .

 (a) This Agreement shall continue in full force and effect until the dissolution of the Issuer and the Grantor Trust, upon which event this
Agreement shall automatically terminate.
 (b) Subject to Sections 9(e) and 9(f), the Administrator may resign its duties hereunder by
providing the Issuer and the Grantor Trust with at least sixty (60) days’ prior written notice.
 (c) Subject to Sections 9(e)
and 9(f), the Issuer may remove the Administrator without cause by providing the Administrator with at least sixty (60) days’ prior written notice; provided , however , that in the event the Servicer is removed as the Servicer
pursuant to Section 8.1 of the Sale and Servicing Agreement following the occurrence of an Event of Servicing Termination, the Servicer shall be simultaneously removed as Administrator hereunder.

 (d) Subject to Sections 9(e) and 9(f), at the sole option of the Issuer, the Issuer may remove the Administrator immediately upon written
notice of termination from the Issuer to the Administrator if any of the following events shall occur and be continuing:

 (i) the Administrator shall default in the performance of any of its duties under this Agreement and, after notice of such
default, shall not cure such default within ten (10) days (or, if such default cannot be cured in such time, shall not give within ten (10) days such assurance of cure as shall be reasonably satisfactory to the Issuer);

 (ii) a court having jurisdiction in the premises shall enter a decree or order for relief, and such decree or order shall not
have been vacated within sixty (60) days, in respect of the Administrator in any involuntary case under any applicable bankruptcy, insolvency or other similar law now or hereafter in effect or appoint a receiver, liquidator, assignee, trustee,
custodian, sequestrator or other similar official for the Administrator or any substantial part of its property or order the winding-up or liquidation of its affairs; or

 (iii) the Administrator shall commence a voluntary case under any applicable bankruptcy, insolvency or other similar law now or
hereafter in effect, shall consent to the entry of an order for relief in an involuntary case under any such law, shall consent to the appointment of a receiver, liquidator, assignee, trustee, custodian, sequestrator or other similar official for
the Administrator or any substantial part of its property, shall consent to the taking of possession by any such official of any substantial part of its property, shall make any general assignment for the benefit of creditors or shall fail generally
to pay its debts as they become due.

 12

 If any of the events specified in clauses (ii) or (iii) of this Section 9(d) shall
occur, the Administrator shall give written notice thereof to the Issuer and the Indenture Trustee within seven (7) days after the occurrence of such event.

 (e) No resignation or removal of the Administrator pursuant to Section 9(d) shall be effective until (i) a successor Administrator
shall have been appointed by the Issuer and (ii) such successor Administrator shall have agreed in writing to be bound by the terms of this Agreement in the same manner as the Administrator is bound hereunder. In the event that the Indenture
Trustee is the successor Administrator, CarMax’s payment obligations pursuant to Sections 5.16(a) and 6.7(a) of the Indenture shall survive any termination, resignation or removal of CarMax as Administrator.

 (f) The appointment of any successor Administrator shall be effective only after satisfaction of the Rating Agency Condition with respect to
such appointment.
 (g) Subject to Sections 9(e), 9(f) and 20, the Administrator acknowledges that upon the appointment of a Successor
Servicer pursuant to the Sale and Servicing Agreement the Administrator shall immediately resign and such Successor Servicer shall automatically become the Administrator under this Agreement.

 SECTION 10. Action upon Termination, Resignation or Removal . Promptly upon the effective date of termination of this Agreement pursuant
to Section 9(a), the resignation of the Administrator pursuant to Section 9(b) or the removal of the Administrator pursuant to Sections 9(c) or (d), the Administrator shall be entitled to be paid all fees and reimbursable expenses accruing
to it to the date of such termination, resignation or removal. The Administrator shall forthwith upon such termination pursuant to Section 9(a) deliver to the Issuer all property and documents of or relating to the Collateral then in the
custody of the Administrator. In the event of the resignation of the Administrator pursuant to Section 9(b) or the removal of the Administrator pursuant to Sections 9(c) or (d), the Administrator shall cooperate with the Issuer and take all
reasonable steps requested by the Issuer to assist the Issuer in making an orderly transfer of the duties of the Administrator.
 SECTION
11. Notices . All demands, notices and other communications under this Agreement shall be in writing, personally delivered, sent by telecopier, overnight courier or mailed by certified mail, return receipt requested, and shall be deemed to
have been duly given upon receipt (i) in the case of the Issuer, to CarMax Select Receivables Trust 2026-B c/o the Owner Trustee at its Corporate Trust Office, (ii) in the case of the Grantor Trust,
to CarMax Select Receivables Grantor Trust 2026-B c/o the Grantor Trust Trustee at its Corporate Trust Office, (iii) in the case of the Administrator, at the following address: 12800 Tuckahoe Creek
Parkway, Richmond, Virginia 23238, Attention: Treasury Department, and (iv) in the case of the Indenture Trustee, at its Corporate Trust Office, or, in each case, to such other address as any party shall have provided to the other parties in
writing. If CarMax is no longer the Administrator, the successor Administrator shall provide any notices required to be given to the Rating Agencies to the Depositor, who shall promptly provide such notices to the Rating Agencies.

 13

 SECTION 12. Amendments .

 (a) This Agreement may be amended from time to time by a written amendment duly executed and delivered by the Issuer, the Grantor Trust, the
Administrator and the Indenture Trustee, without the consent of any Noteholder or any other Person; provided , however , that (i) any such amendment shall not, as evidenced by an Opinion of Counsel to the Seller delivered to the
Indenture Trustee, adversely affect in any material respect the interests of the Noteholders or (ii) the Rating Agency Condition is satisfied with respect to such amendment and the Administrator notifies the Indenture Trustee in writing that
the Rating Agency Condition is satisfied with respect to such amendment.
 (b) This Agreement may also be amended from time to time by the
Issuer, the Grantor Trust, the Administrator and the Indenture Trustee, with the consent of the Noteholders evidencing not less than 51% of the Note Balance of the Controlling Class or, if the Notes have been paid in full, the
Certificateholders evidencing not less than 51% of the aggregate Certificate Percentage Interest, for the purpose of adding any provisions to, or changing in any manner or eliminating any of the provisions of, this Agreement or modifying in any
manner the rights of the Noteholders or the Certificateholders; provided , however , that no such amendment may:

 (i) increase or reduce in any manner the amount of, or accelerate or delay the timing of, collections of payments on or in
respect of the Receivables or distributions that are required to be made for the benefit of the Noteholders or the Certificateholders without the consent of all Noteholders and Certificateholders adversely affected by such amendment; or

 (ii) reduce the percentage of the Note Balance or the percentage of the aggregate Certificate Percentage Interest the consent
of the Holders of which is required for any amendment to this Agreement without the consent of all the Noteholders and Certificateholders adversely affected by such amendment.

 (c) Any term or provision of this Agreement may also be amended from time to time by the Issuer, the Grantor Trust, the Administrator and the
Indenture Trustee for the purpose of conforming the terms of this Agreement to the description thereof in the Prospectus or, to the extent not contrary to the Prospectus, to the description thereof in an offering memorandum with respect to the
Class E Notes or an offering memorandum with respect to the Certificates without the consent of any Noteholder, any Certificateholder, the Owner Trustee, the Grantor Trust, the Grantor Trust Trustee or any other Person; provided ,
 however , that the Administrator shall provide written notification of the substance of any such amendment to the Owner Trustee and the Grantor Trust Trustee.

 (d) Prior to the execution of any amendment or consent pursuant to this Section 12, the Administrator shall provide written notification
of the substance of such amendment or consent to each Rating Agency.
 (e) Promptly after the execution of any amendment to this Agreement,
the Administrator shall furnish an executed copy of such amendment to the Owner Trustee, the Grantor Trust Trustee and the Rating Agencies.

 14

 (f) It shall not be necessary for the consent of the Noteholders or Certificateholders
pursuant to Section 12(b) to approve the particular form of any proposed amendment or consent, but it shall be sufficient if such consent shall approve the substance thereof. The manner of obtaining such consents (and any other consents of the
Noteholders or Certificateholders provided for in this Agreement) and of evidencing the authorization of the execution thereof by the Noteholders or Certificateholders shall be subject to such reasonable requirements as the Owner Trustee and the
Indenture Trustee may prescribe.
 (g) Prior to the execution of any amendment pursuant to this Section 12, the Indenture Trustee, the
Grantor Trust Trustee and the Owner Trustee shall be entitled to receive and rely upon an Opinion of Counsel or an Officer’s Certificate of the Administrator stating that the execution of such amendment is authorized or permitted by this
Agreement and that all conditions precedent provided for in this Agreement to the execution of such amendment have been complied with. The Owner Trustee, the Grantor Trust Trustee or the Indenture Trustee may, but shall not be obligated to, enter
into any such amendment which affects such Owner Trustee’s, the Grantor Trust Trustee’s or Indenture Trustee’s own rights, duties or immunities under this Agreement or otherwise and any such amendment shall require the consent of
the Owner Trustee, the Grantor Trust Trustee or the Indenture Trustee, as applicable.
 (h) Notwithstanding subsections (a) and
 (b) of this Section 12 , this Agreement may only be amended by the Administrator if (i) the Certificateholders evidencing not less than 51% of the aggregate Certificate Percentage Interests, or, if 100% of the
aggregate Certificate Percentage Interests is then beneficially owned by CarMax Funding and/or its Affiliates, such Person (or Persons) consent to such amendment or (ii) such amendment shall not, as evidenced by an Officer’s Certificate
of the Administrator or an Opinion of Counsel delivered to the Indenture Trustee and the Owner Trustee, materially and adversely affect the interests of the Certificateholders. For the avoidance of doubt, no consent of the Certificateholders or
delivery of any such Officer’s Certificate or Opinion of Counsel contemplated in clause (ii) of this subsection (h) shall be required in connection with an amendment to this Agreement pursuant to subsection (c) of
this Section 12 .
 (i) Notwithstanding anything herein to the contrary, for purposes of classifying the Issuer as
other than a corporation and the Grantor Trust as a grantor trust under the Code, without the consent of all of the Noteholders and all of the Certificateholders, no amendment shall be made to this Agreement that would cause the Issuer or the
Grantor Trust (or any part thereof) to be classified as an association or publicly traded partnership taxable as a corporation for United States federal income tax purposes, or the Issuer or the Grantor Trust to be treated as engaged in the conduct
of a trade or business within the United States, or the Grantor Trust (or any part thereof) to be classified as other than a grantor trust under subtitle A, chapter 1, subchapter J, part I, subpart E of the Code.

 15

 SECTION 13. Successors and Assigns . This Agreement may not be assigned by the
Administrator unless such assignment is previously consented to in writing by the Issuer, the Grantor Trust, the Grantor Trust Trustee and the Owner Trustee and the Rating Agency Condition has been satisfied with respect to such assignment. An
assignment with such consent and satisfaction, if accepted by the assignee, shall bind the assignee hereunder in the same manner as the Administrator is bound hereunder. Notwithstanding the foregoing, this Agreement may be assigned by the
Administrator without the consent of the Issuer, the Grantor Trust, the Grantor Trust Trustee or the Owner Trustee to a corporation or other organization that is a successor (by merger, consolidation or purchase of assets) to the Administrator;
provided, however, that such successor organization executes and delivers to the Issuer, the Owner Trustee, the Grantor Trust, the Grantor Trust Trustee and the Indenture Trustee an agreement in which such corporation or other organization agrees to
be bound hereunder by the terms of such assignment in the same manner as the Administrator is bound hereunder. Subject to the foregoing, this Agreement shall bind any successors or assigns of the parties hereto.

 SECTION 14. GOVERNING LAW; WAIVER OF RIGHT TO JURY TRIAL .

 (a) THIS AGREEMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, AND THE OBLIGATIONS, RIGHTS AND REMEDIES OF THE
PARTIES UNDER THIS AGREEMENT SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS WITHOUT GIVING EFFECT TO THE CONFLICTS OF LAWS PROVISIONS THEREOF WHICH MAY REQUIRE THE APPLICATION OF THE LAWS OF ANY OTHER JURISDICTION (OTHER THAN SECTION 5-1401 OF THE NEW YORK GENERAL OBLIGATIONS LAW).
 (b) EACH PARTY IRREVOCABLY WAIVES, TO THE FULLEST
EXTENT PERMITTED BY LAW, THE RIGHT TO TRIAL BY JURY IN LEGAL PROCEEDINGS RELATING TO THIS AGREEMENT .
 SECTION 15. Counterparts and
Electronic Signature . This Agreement may be executed in two or more counterparts and by different parties on separate counterparts, each of which shall be an original, but all of which together shall constitute but one and the same instrument.
Each party agrees that this Agreement and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Agreement or such other documents shall have the same effect as
manual signatures for the purposes of validity, enforceability and admissibility.
 SECTION 16. Severability . If any provision of
this Agreement shall be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions of this Agreement shall not in any way be affected or impaired thereby.

 SECTION 17. Not Applicable to CarMax in Other Capacities . Nothing in this Agreement shall affect any obligation CarMax may have in any
other capacity.
 SECTION 18. Limitation of Liability of Owner Trustee, Grantor Trust Trustee and Indenture Trustee .

 (a) It is expressly understood and agreed by the parties hereto that (a) this Agreement is executed and delivered by Wilmington Trust,
National Association, not individually or personally but solely as Owner Trustee of the Issuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it, (b) each of the
representations, undertakings and agreements herein made on the part of the Issuer or the Grantor Trust is made and intended not as personal representations, undertakings and

 16

agreements by Wilmington Trust, National Association but is made and intended for the purpose of binding only the Issuer or the Grantor Trust, as applicable, (c) nothing herein contained
shall be construed as creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained herein of the Issuer or the Grantor Trust, all such liability, if any,
being expressly waived by the parties hereto and by any Person claiming by, through or under the parties hereto, (d) Wilmington Trust, National Association has not verified and made no investigation as to the accuracy or completeness of any
representations and warranties made by the Issuer or the Grantor Trust in this Agreement and (e) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the
Issuer or the Grantor Trust or be liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust under this Agreement or any other related documents.

 (b) Notwithstanding anything contained herein to the contrary, this Agreement has been countersigned by the Indenture Trustee not in its
individual capacity but solely as Indenture Trustee, and in no event shall the Indenture Trustee in its individual capacity have any liability for the representations, warranties, covenants, agreements or other obligations of the Issuer hereunder or
in any of the certificates, notices or agreements delivered pursuant hereto, as to all of which recourse shall be had solely to the assets of the Issuer.

 SECTION 19. Third-Party Beneficiary . Each of the Owner Trustee and the Grantor Trust Trustee is a third-party beneficiary of this
Agreement and is entitled to the rights and benefits hereunder and may enforce the provisions hereof as if it were a party hereto.

 SECTION 20. Successor Servicer and Administrator . The Administrator shall undertake, as promptly as possible after the giving of notice
of termination to the Servicer of the Servicer’s rights and powers pursuant to Section 8.1 of the Sale and Servicing Agreement, to enforce the provisions of such Section 8.1 or Section 8.2 of the Sale and Servicing Agreement, as
applicable, with respect to the appointment of a Successor Servicer. Such Successor Servicer shall, upon compliance with the last sentence of Section 8.2(a) of the Sale and Servicing Agreement, become the successor Administrator hereunder;
provided, however, that if the Indenture Trustee shall become such successor Administrator, the Indenture Trustee shall not be required to perform any obligations or duties or conduct any activities as the successor Administrator that would be
prohibited by law and not within the banking and trust powers of the Indenture Trustee; and, provided , further , that the Indenture Trustee as the successor Administrator shall not assume any of the obligations specified in
Section 2(a)(ii). In such event, the Indenture Trustee may appoint a sub-administrator to perform such obligations and duties. Any transfer of servicing pursuant to Section 8.2 of the Sale and
Servicing Agreement and related succession as Administrator hereunder shall not constitute an assumption by the related successor Administrator of any liability of the related outgoing Administrator arising out of any breach by such outgoing
Administrator of such outgoing Administrator’s duties hereunder prior to such transfer.

 17

 SECTION 21. Nonpetition Covenants .

 (a) Notwithstanding any prior termination of this Agreement, the Depositor, the Administrator, the Owner Trustee, the Grantor Trust Trustee and
the Indenture Trustee shall not at any time acquiesce, petition or otherwise invoke, or cooperate with or encourage others to acquiesce, petition or otherwise invoke, or cause the Issuer or the Grantor Trust to invoke the process of any court or
government authority for the purpose of commencing or sustaining a case against the Issuer or the Grantor Trust under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian,
sequestrator or other similar official of the Issuer or the Grantor Trust or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Issuer or the Grantor Trust.

 (b) Notwithstanding any prior termination of this Agreement, the Issuer, the Grantor Trust, the Administrator, the Owner Trustee, the Grantor
Trust Trustee and the Indenture Trustee shall not at any time acquiesce, petition or otherwise invoke, or cooperate with or encourage others to acquiesce, petition or otherwise invoke, or cause the Depositor to invoke the process of any court or
government authority for the purpose of commencing or sustaining a case against the Depositor under any federal or state bankruptcy, insolvency or similar law or appointing a receiver, liquidator, assignee, trustee, custodian, sequestrator or other
similar official of the Depositor or any substantial part of its property, or ordering the winding up or liquidation of the affairs of the Depositor.

 SECTION 22. Regulation AB . The Administrator shall cooperate in good faith with the Issuer, the Indenture Trustee and the Depositor to
ensure compliance by the Depositor with the provisions of Regulation AB. The Administrator acknowledges that interpretations of the requirements of Regulation AB may change over time, whether due to interpretive guidance provided by the Commission
or its staff, consensus among participants in the asset-backed securities markets, advice of counsel or otherwise. The Administrator shall deliver to the Depositor (including any of its assignees or designees) upon request any and all reports,
statements, certifications, records and other information necessary in the good faith determination of the Depositor to permit the Depositor to comply with the provisions of Regulation AB, together with such disclosures relating to the Administrator
and the Receivables, or the performance of the Administrator’s duties pursuant to this Agreement, reasonably believed by the Depositor to be necessary in order to effect such compliance. None of the Issuer, the Indenture Trustee or the
Depositor shall request information or disclosures pursuant to this Section 22 other than in good faith, or for purposes other than compliance with the Securities Act, the Exchange Act or the rules and regulations of the Commission under the
Securities Act or the Exchange Act.
 SECTION 23. Legal Fees Associated with Indemnification . With respect to any indemnification
provisions in this Agreement providing that a party to this Agreement is required to indemnify another party to this Agreement for attorney’s fees and expenses, such fees and expenses are intended to include attorney’s fees and expenses
relating to the enforcement of such indemnity.
 [SIGNATURE PAGE FOLLOWS]

 18

 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be duly executed by
their respective officers, thereunto duly authorized, all as of the day and year first above written.

 CARMAX SELECT RECEIVABLES TRUST 2026-B

 By: WILMINGTON TRUST, NATIONAL ASSOCIATION,

 not in its individual capacity but solely as Owner Trustee

 By:

 Name:

 Title:

 CARMAX SELECT RECEIVABLES GRANTOR TRUST 2026-B

 By: WILMINGTON TRUST, NATIONAL ASSOCIATION,

 not in its individual capacity but solely as Grantor Trust Trustee

 By:

 Name:

 Title:

 U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION,

 not in its individual capacity but solely as Indenture Trustee

 By:

 Name:

 Title:

 CARMAX BUSINESS SERVICES, LLC,
 as
Administrator

 By:

 Name:

 Title:

 Administration Agreement (CSRT 2026-B – CarMax)

 EXHIBIT A

 POWER OF ATTORNEY

 STATE OF _____________

 )

 )

 COUNTY OF ___________

 )

 WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but
solely as owner trustee (the “ Owner Trustee ”) for CARMAX SELECT RECEIVABLES TRUST 2026-B, a Delaware statutory trust (the “ Issuer ”), and as grantor trust trustee (the
“ Grantor Trust Trustee ”) for CARMAX SELECT RECEIVABLES GRANTOR TRUST 2026-B, a Delaware statutory trust (the “ Grantor Trust ”), does hereby make, constitute and appoint
CARMAX BUSINESS SERVICES, LLC, a Delaware limited liability company, as administrator (the “ Administrator ”) under the Administration Agreement dated as of June 1, 2026 (the “ Administration Agreement ”),
among the Issuer, the Grantor Trust, the Administrator and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as Indenture Trustee, as the same may be amended from time to time, and its agents and attorneys, as attorneys-in-fact to execute on behalf of the Owner Trustee, the Grantor Trust Trustee, the Grantor Trust or the Issuer, as applicable, all such documents, reports, filings,
instruments, certificates and opinions as the Owner Trustee, the Grantor Trust Trustee, the Grantor Trust or the Issuer is obligated to prepare, file or deliver pursuant to the Related Agreements, including, without limitation, to appear for and
represent the Owner Trustee, the Grantor Trust Trustee, the Grantor Trust and the Issuer in connection with the preparation, filing and audit of federal, state and local tax returns pertaining to the Issuer and the Grantor Trust, and with full power
to perform any and all acts associated with such returns and audits that the Owner Trustee and the Grantor Trust Trustee could perform, including without limitation, the right to distribute and receive confidential information, defend and assert
positions in response to audits, initiate and defend litigation, and to execute waivers of restrictions on assessments of deficiencies, consents to the extension of any statutory or regulatory time limit and settlements. All powers of attorney for
this purpose heretofore filed or executed by the Owner Trustee or the Grantor Trust Trustee are hereby revoked. All capitalized terms used but not defined in this power of attorney shall have the respective meanings set forth in the Administration
Agreement.
 It is expressly understood and agreed by the
 attorneys-in-fact and any person relying on this Power of Attorney that (a) the Administration Agreement and this Power of Attorney is executed and delivered by
Wilmington Trust, National Association, not individually or personally, but solely as Owner Trustee of the Issuer and as Grantor Trust Trustee of the Grantor Trust, in the exercise of the powers and authority conferred and vested in it,
(b) each of the representations, undertakings and agreements made in the Administration Agreement or in this Power of Attorney on the part of the Issuer or the Grantor Trust is made and intended not as personal representations, undertakings and
agreements by Wilmington Trust, National Association but is made and intended for the purpose of binding only the Issuer or the Grantor Trust, as applicable, (c) nothing in the Administration Agreement or herein contained shall be construed as
creating any liability on Wilmington Trust, National Association, individually or personally, to perform any covenant either expressed or implied contained in the Administration

 Ex. A-1

Agreement or herein of the Issuer or the Grantor Trust, all such liability, if any, being expressly waived by the
 attorneys-in-fact and any person relying on this Power of Attorney and by any person claiming by, through or under the attorneys-in-fact or such person, (d) Wilmington Trust, National Association has made no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer or the
Grantor Trust in the Administration Agreement or herein and (e) under no circumstances shall Wilmington Trust, National Association be personally liable for the payment of any indebtedness or expenses of the Issuer or the Grantor Trust or be
liable for the breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer or the Grantor Trust under the Administration Agreement, this Power of Attorney or any other related documents.

 Notwithstanding anything herein to the contrary, this Power of Attorney does not, and is not intended to, and will not be construed to, grant
any authority to the attorneys-in-fact to (i) expand, increase, incur, or otherwise impose any duties, liabilities or obligations of or on the Owner Trustee, as
trustee or in its individual capacity, or (ii) provide any guaranty, indemnity or property of the Owner Trustee, as trustee or in its individual capacity, for any reason whatsoever.

 Ex. A-2

 EXECUTED this ____ day of June, 2026.

 WILMINGTON TRUST, NATIONAL ASSOCIATION,

 not in its individual capacity but solely as Owner Trustee and Grantor Trust Trustee

 By:

 Name:

 Title:

 STATE OF _____________

 )

 ) ss. :

 COUNTY OF ___________

 )

 BEFORE ME, the undersigned authority, a Notary Public in and for said county and state, on this day personally
appeared ____________________, known to me to be the person and officer whose name is subscribed to the foregoing instrument, and acknowledged to me that the same was the act of WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association,
and that said person executed the same for the purpose and consideration therein expressed, and in the capacities therein stated.
 GIVEN
UNDER MY HAND AND SEAL OF OFFICE, this ____ day of [June], 2026.

            

 Notary Public in and for
 the
State of __________
 [SEAL]
 My commission expires:
____________

 Ex. A-3