0000950124-07-005223 Sample Contracts

October 16, 2007
SWIFT Master Auto Receivables Trust • October 19th, 2007 • Asset-backed securities

The purpose of this letter agreement is to confirm the terms and conditions of the Swap Transaction (the “Primary Basis Swap”) entered into between Citibank, N.A. (“Party A” or the “Counterparty”) and SWIFT Master Auto Receivables Trust (“Party B” or the “Trust”) as of the Trade Date listed below (the “Transaction”). This letter constitutes a “Confirmation” as referred to in the Primary ISDA Agreement specified below.

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Triparty Contingent Assignment Agreement • October 19th, 2007 • SWIFT Master Auto Receivables Trust • Asset-backed securities • New York

TRIPARTY CONTINGENT ASSIGNMENT AGREEMENT dated as of October 16, 2007 (the “Agreement”), among SWIFT Master Auto Receivables Trust (the “Trust”), GMAC LLC (“GMAC”), and CITIBANK, N.A. (“Primary Swap Counterparty”).

October 16, 2007
SWIFT Master Auto Receivables Trust • October 19th, 2007 • Asset-backed securities

The purpose of this letter agreement is to confirm the terms and conditions of the Swap Transaction (the “Primary Basis Swap”) entered into between Citibank, N.A. (“Party A” or the “Counterparty”) and SWIFT Master Auto Receivables Trust (“Party B” or the “Trust”) as of the Trade Date listed below (the “Transaction”). This letter constitutes a “Confirmation” as referred to in the Primary ISDA Agreement specified below.

SWAP COUNTERPARTY RIGHTS AGREEMENT AMONG CITIBANK, N.A., AS PRIMARY SWAP COUNTERPARTY SWIFT MASTER AUTO RECEIVABLES TRUST, AS ISSUING ENTITY GMAC LLC, AS SERVICER, CUSTODIAN, AND ADMINISTRATOR WHOLESALE AUTO RECEIVABLES LLC, AS DEPOSITOR THE BANK OF...
Swap Counterparty Rights Agreement • October 19th, 2007 • SWIFT Master Auto Receivables Trust • Asset-backed securities • New York

THIS SWAP COUNTERPARTY RIGHTS AGREEMENT, dated as of October 16, 2007 (this “Agreement”), is among CITIBANK, N.A., as Swap Counterparty (the “Primary Swap Counterparty”), SWIFT MASTER AUTO RECEIVABLES TRUST, a Delaware statutory trust (the “Trust” or the “Issuing Entity”), GMAC LLC, a Delaware limited liability company, as Servicer, Custodian, and Administrator (“GMAC”), WHOLESALE AUTO RECEIVABLES LLC, a Delaware limited liability company, as Depositor (the “DEPOSITOR”), THE BANK OF NEW YORK TRUST COMPANY, N.A., not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”), and HSBC BANK USA, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”).

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