0000950129-05-005891 Sample Contracts

ADMINISTRATION AGREEMENT among NISSAN AUTO RECEIVABLES 2005-B OWNER TRUST, as Issuer NISSAN MOTOR ACCEPTANCE CORPORATION, as Administrator WELLS FARGO BANK, NATIONAL ASSOCIATION, as Indenture Trustee and WILMINGTON TRUST COMPANY, as Owner Trustee...
Administration Agreement • June 2nd, 2005 • Nissan Auto Receivables 2005-B Owner Trust • Asset-backed securities • New York

This ADMINISTRATION AGREEMENT, dated as of May 31, 2005 (this “Agreement”), among NISSAN AUTO RECEIVABLES 2005-B OWNER TRUST, a Delaware statutory trust (the “Issuer”), NISSAN MOTOR ACCEPTANCE CORPORATION, a California corporation, as administrator (the “Administrator”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as Indenture Trustee (as defined below), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Owner Trustee (as defined below).

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PURCHASE AGREEMENT
Purchase Agreement • June 2nd, 2005 • Nissan Auto Receivables 2005-B Owner Trust • Asset-backed securities • New York

This PURCHASE AGREEMENT is made as of this 31st day of May, 2005, by and between NISSAN MOTOR ACCEPTANCE CORPORATION, a California corporation (the “Seller”), having its principal executive office at 990 W. 190th Street, Torrance, California 90502, and NISSAN AUTO RECEIVABLES CORPORATION II, a Delaware corporation (the “Purchaser”), having its principal executive office at 990 W. 190th Street, Torrance, California 90502.

YIELD SUPPLEMENT AGREEMENT
Yield Supplement Agreement • June 2nd, 2005 • Nissan Auto Receivables 2005-B Owner Trust • Asset-backed securities • New York

Wells Fargo Bank, National Association Wells Fargo Center Sixth and Marquette Avenue MAC N9311-161 Minneapolis, MN 55479 Attn: Asset Backed Securities Department

NISSAN AUTO RECEIVABLES 2005-B OWNER TRUST (a Delaware Statutory Trust) AMENDED AND RESTATED TRUST AGREEMENT between NISSAN AUTO RECEIVABLES CORPORATION II, as Depositor, and WILMINGTON TRUST COMPANY, as Owner Trustee Dated as of May 31, 2005
Trust Agreement • June 2nd, 2005 • Nissan Auto Receivables 2005-B Owner Trust • Asset-backed securities • Delaware

AMENDED AND RESTATED TRUST AGREEMENT, dated as of May 31, 2005, between NISSAN AUTO RECEIVABLES CORPORATION II, a Delaware corporation, as depositor, and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity but solely as Owner Trustee, amending and restating in its entirety the Trust Agreement, dated as of December 23, 2004 (the “Original Trust Agreement”), between the same parties, and herein referred to as the “Trust Agreement” or this “Agreement.”

SALE AND SERVICING AGREEMENT among NISSAN AUTO RECEIVABLES 2005-B OWNER TRUST, as Issuer, NISSAN AUTO RECEIVABLES CORPORATION II, as Seller, and NISSAN MOTOR ACCEPTANCE CORPORATION, as Servicer Dated as of May 31, 2005
Sale and Servicing Agreement • June 2nd, 2005 • Nissan Auto Receivables 2005-B Owner Trust • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of May 31, 2005, among NISSAN AUTO RECEIVABLES 2005-B OWNER TRUST, a Delaware statutory trust (the “Issuer”), NISSAN AUTO RECEIVABLES CORPORATION II, a Delaware corporation (the “Seller”), and NISSAN MOTOR ACCEPTANCE CORPORATION, a California corporation in its individual capacity (in such capacity, “NMAC”) and as Servicer (in such capacity, the “Servicer”). Capitalized terms used herein without definition shall have the respective meanings assigned to such terms in Article I.

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