ADMINISTRATION AGREEMENT among FIFTH THIRD AUTO TRUST 2015-1, as Issuer FIFTH THIRD BANK, as Administrator and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee Dated as of November 5, 2015Administration Agreement • November 5th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • New York
Contract Type FiledNovember 5th, 2015 Company Industry JurisdictionThis ADMINISTRATION AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), dated as of November 5, 2015, is among FIFTH THIRD AUTO TRUST 2015-1, a Delaware statutory trust (the “Issuer”), FIFTH THIRD BANK, an Ohio banking corporation as administrator (the “Bank” or in its capacity as administrator, the “Administrator”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale Agreement, dated as of the date hereof (as amended, supplemented or otherwise modified and in effect from time to time, the “Sale Agreement”), by and between Fifth Third Holdings Funding, LLC (the “Seller”), as seller, and the Issuer, which contains rules as to usage that are applicable herein.
SERVICING AGREEMENT by and among FIFTH THIRD AUTO TRUST 2015-1, as Issuer FIFTH THIRD BANK, as Servicer and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee Dated as of November 5, 2015Servicing Agreement • November 5th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • New York
Contract Type FiledNovember 5th, 2015 Company Industry JurisdictionThis SERVICING AGREEMENT, dated as of November 5, 2015 (together with all exhibits, schedules and appendices hereto and as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”), by and among FIFTH THIRD AUTO TRUST 2015-1, a Delaware statutory trust (the “Issuer”), FIFTH THIRD BANK, an Ohio banking corporation (the “Bank”), as servicer (in such capacity, the “Servicer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as indenture trustee (the “Indenture Trustee”).
SALE AGREEMENT dated as of November 5, 2015 between FIFTH THIRD HOLDINGS FUNDING, LLC and FIFTH THIRD AUTO TRUST 2015-1Sale Agreement • November 5th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • New York
Contract Type FiledNovember 5th, 2015 Company Industry JurisdictionThis SALE AGREEMENT is made and entered into as of November 5, 2015 (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) by FIFTH THIRD HOLDINGS FUNDING, LLC, a Delaware limited liability company (the “Seller”), and FIFTH THIRD AUTO TRUST 2015-1, a Delaware statutory trust (the “Issuer”).
PURCHASE AGREEMENT dated as of November 5, 2015 between FIFTH THIRD HOLDINGS, LLC and FIFTH THIRD HOLDINGS FUNDING, LLCPurchase Agreement • November 5th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • New York
Contract Type FiledNovember 5th, 2015 Company Industry JurisdictionThis PURCHASE AGREEMENT is made and entered into as of November 5, 2015 (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) by FIFTH THIRD HOLDINGS, LLC, a Delaware limited liability company (“FTH LLC”), and FIFTH THIRD HOLDINGS FUNDING, LLC, a Delaware limited liability company (the “Purchaser”).
FIFTH THIRD AUTO TRUST 2015-1 AMENDED AND RESTATED TRUST AGREEMENT between FIFTH THIRD HOLDINGS FUNDING, LLC, as the Depositor and WILMINGTON TRUST, NATIONAL ASSOCIATION, as the Owner Trustee Dated as of November 5, 2015Trust Agreement • November 5th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • Delaware
Contract Type FiledNovember 5th, 2015 Company Industry JurisdictionThis AMENDED AND RESTATED TRUST AGREEMENT is made as of November 5, 2015 (as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”) between FIFTH THIRD HOLDINGS FUNDING, LLC, a Delaware limited liability company, as the depositor (the “Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as the owner trustee (in such capacity, the “Owner Trustee”).
UNDERWRITING AGREEMENTUnderwriting Agreement • October 29th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • New York
Contract Type FiledOctober 29th, 2015 Company Industry Jurisdiction
RECEIVABLES SALE AGREEMENT dated as of November 5, 2015 between FIFTH THIRD BANK and FIFTH THIRD HOLDINGS, LLCReceivables Sale Agreement • November 5th, 2015 • Fifth Third Auto Trust 2015-1 • Asset-backed securities • New York
Contract Type FiledNovember 5th, 2015 Company Industry JurisdictionThis RECEIVABLES SALE AGREEMENT is made and entered into as of November 5, 2015 (as amended, restated, supplemented or otherwise modified and in effect from time to time, this “Agreement”) by FIFTH THIRD BANK, an Ohio banking corporation (the “Bank”), and FIFTH THIRD HOLDINGS, LLC, a Delaware limited liability company (“FTH LLC”).