0000905148-08-003013 Sample Contracts

WACHOVIA AUTO OWNER TRUST 2008-A, as Issuer, and as Indenture Trustee
Indenture • June 24th, 2008 • Wachovia Auto Owner Trust 2008-A • Asset-backed securities • New York
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WACHOVIA AUTO OWNER TRUST 2008-A, as Issuer, WACHOVIA BANK, NATIONAL ASSOCIATION as Administrator, WDS RECEIVABLES LLC, as Depositor, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee
Administration Agreement • June 24th, 2008 • Wachovia Auto Owner Trust 2008-A • Asset-backed securities • New York

This Administration Agreement, dated as of June 1, 2008 (this “Agreement”), is among Wachovia Auto Owner Trust 2008-A, as issuer (the “Issuer”), Wachovia Bank, National Association (“Wachovia Bank”), as administrator (the “Administrator”), WDS Receivables LLC (“WDS Receivables”), as depositor (the “Depositor”), and U.S. Bank National Association, not in its individual capacity but solely as trustee (the “Indenture Trustee”).

WDS RECEIVABLES LLC, as Depositor, and WILMINGTON TRUST COMPANY, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of June 1, 2008
Trust Agreement • June 24th, 2008 • Wachovia Auto Owner Trust 2008-A • Asset-backed securities • Delaware

This Amended and Restated Trust Agreement, dated as of June 1, 2008, is between WDS Receivables LLC, a Nevada limited liability company, as depositor (the “Depositor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Owner Trustee”).

WACHOVIA DEALER SERVICES, INC., as Seller, and WDS RECEIVABLES LLC, as Purchaser
Receivables Purchase Agreement • June 24th, 2008 • Wachovia Auto Owner Trust 2008-A • Asset-backed securities • New York

This Receivables Purchase Agreement, dated as of June 1, 2008, is between Wachovia Dealer Services, Inc., a California corporation (“Wachovia Dealer Services”), as seller (the “Seller”), and WDS Receivables LLC, a Nevada limited liability company (“WDS Receivables”), as purchaser (in such capacity, the “Purchaser”).

WACHOVIA AUTO OWNER TRUST 2008-A, as Issuer, WDS RECEIVABLES LLC, as Depositor, WACHOVIA DEALER SERVICES, INC., as Seller, and WACHOVIA BANK, NATIONAL ASSOCIATION, as Master Servicer SALE AND SERVICING AGREEMENT Dated as of June 1, 2008
Sale and Servicing Agreement • June 24th, 2008 • Wachovia Auto Owner Trust 2008-A • Asset-backed securities • New York

This Sale and Servicing Agreement, dated as of June 1, 2008, is among WDS Receivables LLC, a Nevada limited liability company (the “Depositor”), Wachovia Dealer Services, Inc., a California corporation (the “Seller”), Wachovia Bank, National Association, a national banking association (“Wachovia Bank”), as master servicer (in such capacity, the “Master Servicer”), and Wachovia Auto Owner Trust 2008-A, a Delaware statutory trust, as issuer (the “Issuer”).

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