EXHIBIT 4.2 FORM OF AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • Delaware
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
between DAIMLERCHRYSLER AUTO TRUST 200__-__, as Issuer andIndenture • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
EXHIBIT 99.3 [FORM OF PURCHASE AGREEMENT] This PURCHASE AGREEMENT dated as of ___________, 200__, between DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLC, a Michigan limited liability company (the "Seller"), and DAIMLERCHRYSLER RETAIL RECEIVABLES LLC,...Purchase Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
Exhibit 1.1 DAIMLERCHRYSLER AUTO TRUST 200__-__ [____]% ASSET BACKED NOTES, CLASS A-2 [____]% ASSET BACKED NOTES, CLASS A-3 [____]% ASSET BACKED NOTES, CLASS A-4 [____% ASSET BACKED NOTES, CLASS B] DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLC...Underwriting Agreement • January 20th, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledJanuary 20th, 2006 Company Industry Jurisdiction
EXHIBIT 99.1 FORM OF SALE AND SERVICING AGREEMENTSale and Servicing Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
FORM OF UNDERWRITING AGREEMENT ----------------------Underwriting Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
Exhibit 1.1 DAIMLERCHRYSLER AUTO TRUST 200__-__ [____]% ASSET BACKED NOTES, CLASS A-2 [____]% ASSET BACKED NOTES, CLASS A-3 [____]% ASSET BACKED NOTES, CLASS A-4 [____% ASSET BACKED NOTES, CLASS B] DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLC...Underwriting Agreement • November 1st, 2005 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledNovember 1st, 2005 Company Industry Jurisdiction
EXHIBIT 99.2 [FORM OF ADMINISTRATION AGREEMENT] This ADMINISTRATION AGREEMENT dated as of ________, 200__, is among DAIMLERCHRYSLER AUTO TRUST 200__-__, a Delaware statutory trust (the "Issuer"), DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLC, a...Administration Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
FORM OF CERTIFICATE UNDERWRITING AGREEMENTCertificate Underwriting Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
FORM OF AMENDED AND RESTATED TRUST AGREEMENT between CHRYSLER FINANCIAL SERVICES AMERICAS LLC, as Depositor, and [______________], as Owner Trustee Dated as of _____, 20___Trust Agreement • December 16th, 2009 • Chrysler Financial Services Americas LLC • Asset-backed securities • Delaware
Contract Type FiledDecember 16th, 2009 Company Industry JurisdictionAMENDED AND RESTATED TRUST AGREEMENT dated as of , 20___, between CHRYSLER FINANCIAL SERVICES AMERICAS LLC, a Michigan limited liability company, as depositor (the “Depositor”), and [ ], as owner trustee.
ContractPurchase Agreement • December 16th, 2009 • Chrysler Financial Services Americas LLC • Asset-backed securities
Contract Type FiledDecember 16th, 2009 Company IndustryThis PURCHASE AGREEMENT dated as of , 20___, between CHRYSLER FINANCIAL SERVICES AMERICAS LLC, a Michigan limited liability company (the “Seller”), and CHRYSLER RESIDUAL HOLDCO LLC, a Delaware limited liability company (the “Company”).
CONFORMED COPY DaimlerChrysler Financial Services Americas LLC First Amended and Restated Operating Agreement ------------------------------------------------ This First Amended and Restated Operating Agreement ("Agreement") is adopted by...Operating Agreement • October 23rd, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • Michigan
Contract Type FiledOctober 23rd, 2006 Company Industry Jurisdiction
AMENDMENT NUMBER ONE TO THE FOURTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT OF DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLCLimited Liability Company Operating Agreement • January 21st, 2009 • Chrysler Financial Services Americas LLC • Asset-backed securities • Delaware
Contract Type FiledJanuary 21st, 2009 Company Industry JurisdictionThis Fourth Amended and Restated Limited Liability Company Agreement (this “Agreement”) of DaimlerChrysler Financial Services Americas LLC, a Michigan limited liability company (the “Company”), dated and effective as of October 25, 2007 (the “Effective Date”), is entered into between FinCo Intermediate HoldCo LLC, a Delaware limited liability company (“FinCo HoldCo”) and Chrysler Holding LLC, a Delaware limited liability company (“HoldCo”) This Agreement amends and restates the Third Amended and Restated Limited Liability Company Agreement of the Company dated August 3, 2007 (the “Third Agreement”).
CHRYSLER FINANCIAL AUTO SECURITIZATION TRUST 20[•]-[•] [•]% ASSET BACKED NOTES, CLASS [A-2] CHRYSLER FINANCIAL SERVICES AMERICAS LLC UNDERWRITING AGREEMENTUnderwriting Agreement • December 16th, 2009 • Chrysler Financial Services Americas LLC • Asset-backed securities
Contract Type FiledDecember 16th, 2009 Company Industry
Exhibit 3.2 DaimlerChrysler Financial Services Americas LLC ----------------------------------------------- Operating Agreement ------------------- This Operating Agreement ("Agreement") is adopted by DaimlerChrysler Services North America LLC, a...Operating Agreement • November 1st, 2005 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • Michigan
Contract Type FiledNovember 1st, 2005 Company Industry Jurisdiction
Fifth Amended And Restated Limited Liability Company Operating Agreement of CHRYSLER FINANCIAL SERVICES AMERICAS LLC Dated as of April 1, 2011Limited Liability Company Operating Agreement • April 5th, 2011 • TD Auto Finance LLC • Asset-backed securities • Michigan
Contract Type FiledApril 5th, 2011 Company Industry JurisdictionThis Fifth Amended and Restated Limited Liability Company Operating Agreement (this “Agreement”) of Chrysler Financial Services Americas LLC, a Michigan limited liability company (the “Company”), is entered into as of April 1, 2011 (the “Effective Date”), by the undersigned.
FORM OF ADMINISTRATION AGREEMENT]Administration Agreement • December 16th, 2009 • Chrysler Financial Services Americas LLC • Asset-backed securities
Contract Type FiledDecember 16th, 2009 Company IndustryThis ADMINISTRATION AGREEMENT dated as of ____________, 20___, is among CHRYSLER FINANCIAL AUTO SECURITIZATION TRUST 20___-___, a Delaware statutory trust (the “Issuer”), CHRYSLER FINANCIAL SERVICES AMERICAS LLC, a Michigan limited liability company, as administrator (the “Administrator”), and [____________], not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”).
Exhibit 1.2 DAIMLERCHRYSLER AUTO TRUST 200_-_ _____% ASSET BACKED CERTIFICATES DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLC CERTIFICATE UNDERWRITING AGREEMENT ----------------------------------Certificate Underwriting Agreement • November 1st, 2005 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledNovember 1st, 2005 Company Industry Jurisdiction
Exhibit 1.2 DAIMLERCHRYSLER AUTO TRUST 200_-_ _____% ASSET BACKED CERTIFICATES DAIMLERCHRYSLER FINANCIAL SERVICES AMERICAS LLC CERTIFICATE UNDERWRITING AGREEMENT ----------------------------------Certificate Underwriting Agreement • January 20th, 2006 • DaimlerChrysler Financial Services Americas LLC • Asset-backed securities • New York
Contract Type FiledJanuary 20th, 2006 Company Industry Jurisdiction
FORM OF SALE AND SERVICING AGREEMENT among CHRYSLER FINANCIAL AUTO SECURITIZATION TRUST 20______-______ Issuer, and CHRYSLER FINANCIAL SERVICES AMERICAS LLC, Seller and Servicer and [__________________], as Backup Servicer Dated as of ____________, 20___Sale and Servicing Agreement • December 16th, 2009 • Chrysler Financial Services Americas LLC • Asset-backed securities
Contract Type FiledDecember 16th, 2009 Company IndustrySALE AND SERVICING AGREEMENT dated as of _________, 20___, between CHRYSLER FINANCIAL AUTO SECURITIZATION TRUST 20___-___, a Delaware statutory trust (the “Issuer”), CHRYSLER FINANCIAL SERVICES AMERICAS LLC, a Michigan limited liability company, as seller and servicer, and [_________________________], as backup servicer.