Driver UK Master Prog (Compartment 7): 01 December 2023

Under this programme, Driver UK Master S.A. may from time to time issue asset backed floating rate Class A Notes and asset backed floating rate Class B Notes denominated in £sterling. The issuer will issue the relevant Class of Notes in series with the same or different issue dates, interest rates and scheduled repayment dates (but having the same interest payment dates). For each Series, the issuer will deliver a global registered note to a Common Safe-keeper for Clearstream Luxembourg and Euroclear.

The proceeds of any notes will be used to finance the purchase by the issuer of receivables arising against Obligors under financing agreements for the acquisition of vehicles granted to such Obligors by Volkswagen Financial Services (UK) Limited pursuant to the terms and under the conditions of the VWFS Receivables Purchase Agreement. The proceeds of the Initial Notes are used to finance the purchase by the Issuer of receivables from VWFS under the terms of the Receivables Purchase Agreement.

UK & EU Risk Retention: VWFS shall, whilst any of the Instruments remain outstanding, retain for the life of such Instruments a material net economic interest of not less than 5% with respect to the transaction in accordance with Article 6(3)(d) of the UK Securitisation Regulation and Article 6(3)(d) of the EU Securitisation Regulation.

US Risk Retention: The issuance of the Notes was not designed to comply with the US Risk Retention Rules other than the exemption under Section _.20 of the US Risk Retention Rules and no other steps have been taken by the Issuer, the Seller, Arranger, the Lead Manager or any of their affiliates or any other party to accomplish such compliance.

STS: In accordance with Article 27(1) of the UK Securitisation Regulation, the Seller will provide a notification to the FCA notifying the FCA that the transaction would meet the UK STS criteria.

Compare/contrast: Driver UK Master Prog (Compartment 6)