as Indenture TrusteeIndenture • January 20th, 2023 • Mercedes-Benz Auto Receivables Trust 2023-1 • Asset-backed securities • New York
This INDENTURE, dated as of January 1, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Indenture”), is between MERCEDES-BENZ AUTO RECEIVABLES TRUST 2023-1, a Delaware statutory trust (the “Issuer”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as trustee (the “Indenture Trustee”).
AMENDED AND RESTATED TRUST AGREEMENT Dated as of January 1, 2023Trust Agreement • January 20th, 2023 • Mercedes-Benz Auto Receivables Trust 2023-1 • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of January 1, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between MERCEDES-BENZ RETAIL RECEIVABLES LLC, a Delaware limited liability company, as depositor (the “Depositor”), and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Owner Trustee”).
MERCEDES-BENZ AUTO RECEIVABLES TRUST 2023-1, as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Administrator, MERCEDES-BENZ RETAIL RECEIVABLES LLC, as Depositor, and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Indenture TrusteeAdministration Agreement • January 20th, 2023 • Mercedes-Benz Auto Receivables Trust 2023-1 • Asset-backed securities • New York
This ADMINISTRATION AGREEMENT, dated as of January 1, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MERCEDES-BENZ AUTO RECEIVABLES TRUST 2023-1, as issuer (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC (“MBFS USA”), as administrator (the “Administrator”), MERCEDES-BENZ RETAIL RECEIVABLES LLC (“Mercedes-Benz Retail Receivables”), as depositor (the “Depositor”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, not in its individual capacity but solely as trustee (the “Indenture Trustee”).
SALE AND SERVICING AGREEMENT Dated as of January 1, 2023Sale and Servicing Agreement • January 20th, 2023 • Mercedes-Benz Auto Receivables Trust 2023-1 • Asset-backed securities • New York
This SALE AND SERVICING AGREEMENT, dated as of January 1, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MERCEDES-BENZ RETAIL RECEIVABLES LLC, a Delaware limited liability company (the “Depositor”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as seller (in such capacity, the “Seller”) and as servicer (in such capacity, the “Servicer”), and MERCEDES-BENZ AUTO RECEIVABLES TRUST 2023-1, a Delaware statutory trust, as issuer (the “Issuer”).
RECEIVABLES PURCHASE AGREEMENT Dated as of January 1, 2023Receivables Purchase Agreement • January 20th, 2023 • Mercedes-Benz Auto Receivables Trust 2023-1 • Asset-backed securities • New York
This RECEIVABLES PURCHASE AGREEMENT, dated as of January 1, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as seller (the “Seller”), and MERCEDES-BENZ RETAIL RECEIVABLES LLC, a Delaware limited liability company (“Mercedes-Benz Retail Receivables”), as purchaser (the “Purchaser”).
ASSET REPRESENTATIONS REVIEW AGREEMENT Dated as of January 1, 2023Asset Representations Review Agreement • January 20th, 2023 • Mercedes-Benz Auto Receivables Trust 2023-1 • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of January 1, 2023 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MERCEDES-BENZ AUTO RECEIVABLES TRUST 2023-1, a Delaware statutory trust (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA, a Delaware limited liability company, as servicer and administrator (in such capacities, the “Servicer” and the “Administrator” respectively), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).
