TRUST AGREEMENT BETWEEN ALLY AUTO ASSETS LLC, DEPOSITOR AND BNY MELLON TRUST OF DELAWARE, OWNER TRUSTEE DATED AS OF NOVEMBER 16, 2011Trust Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • Delaware
TRUST AGREEMENT, dated as of November 16, 2011, between ALLY AUTO ASSETS LLC, a Delaware limited liability company, in its capacity as a depositor (the “Depositor”), and BNY MELLON TRUST OF DELAWARE, a Delaware banking corporation, as trustee and not in its individual capacity (the “Owner Trustee”).
ADMINISTRATION AGREEMENT AMONG ALLY AUTO RECEIVABLES TRUST 2011-5, ISSUING ENTITY, ALLY FINANCIAL INC., ADMINISTRATOR AND DEUTSCHE BANK TRUST COMPANY AMERICAS, INDENTURE TRUSTEE DATED AS OF NOVEMBER 16, 2011Administration Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of November 16, 2011, among ALLY AUTO RECEIVABLES TRUST 2011-5, a Delaware statutory trust, as issuer (the “Issuing Entity”), ALLY FINANCIAL INC., a Delaware corporation, as administrator (“Ally Financial” or the “Administrator”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, not in its individual capacity but solely as indenture trustee (the “Indenture Trustee”).
CUSTODIAN AGREEMENT BETWEEN ALLY FINANCIAL INC., CUSTODIAN AND ALLY AUTO ASSETS LLC, DEPOSITOR DATED AS OF NOVEMBER 16, 2011Custodian Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • New York
This CUSTODIAN AGREEMENT, dated as of November 16, 2011, is made between ALLY FINANCIAL INC., a Delaware corporation, as custodian (“Ally Financial” or the “Custodian”), and ALLY AUTO ASSETS LLC, a Delaware limited liability company, as depositor (the “Depositor”).
ALLY AUTO RECEIVABLES TRUST 2011-5 $267,000,000 Asset Backed Notes, Class A-1 $315,000,000 Asset Backed Notes, Class A-2 $325,000,000 Asset Backed Notes, Class A-3 $109,300,000 Asset Backed Notes, Class A-4 ALLY AUTO ASSETS LLC (DEPOSITOR) ALLY BANK...Underwriting Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • New York
Ally Auto Assets LLC, a Delaware limited liability company (the “Depositor”), proposes to sell to the Underwriters $267,000,000 aggregate principal balance of Class A-1 Asset Backed Notes (the “Class A-1 Notes”), $315,000,000 aggregate principal balance of Class A-2 Asset Backed Notes (the “Class A-2 Notes”), $325,000,000 aggregate principal balance of Class A-3 Asset Backed Notes (the “Class A-3 Notes”), and $109,300,000 aggregate principal balance of Class A-4 Asset Backed Notes (the “Class A-4 Notes”, and together with Class A-1 Notes, Class A-2 Notes and the Class A-3 Notes, the “Offered Notes”) of the Ally Auto Receivables Trust 2011-5 (the “Trust”), to be issued pursuant to an indenture, to be dated as of the Closing Date (as defined below) (as amended and supplemented from time to time, the “Indenture”), between the Trust and Deutsche Bank Trust Company Americas, as indenture trustee (the “Indenture Trustee”). The Trust is also issuing concurrently with the Offered Notes $38,020
SERVICING AGREEMENT AMONG ALLY FINANCIAL INC. ALLY AUTO ASSETS LLC AND ALLY AUTO RECEIVABLES TRUST 2011-5 DATED AS OF NOVEMBER 16, 2011Servicing Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • New York
THIS SERVICING AGREEMENT, dated as of November 16, 2011, among ALLY FINANCIAL INC., a Delaware corporation (“Ally Financial” which, in its capacity as servicer under this Agreement, is referred to as the “Servicer”), ALLY AUTO ASSETS LLC, a Delaware limited liability company (the “Depositor”), and ALLY AUTO RECEIVABLES TRUST 2011-5, a Delaware statutory trust (the “Issuing Entity”).
POOLING AGREEMENT BETWEEN ALLY AUTO ASSETS LLC AND ALLY BANK DATED AS OF NOVEMBER 16, 2011Pooling Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • New York
THIS POOLING AGREEMENT, dated as of November 16, 2011, between ALLY AUTO ASSETS LLC, a Delaware limited liability company (“Ally Auto”), and ALLY BANK, a Utah chartered bank (the “Seller”).
TRUST SALE AGREEMENT BETWEEN ALLY AUTO ASSETS LLC DEPOSITOR AND ALLY AUTO RECEIVABLES TRUST 2011-5 ISSUING ENTITY DATED AS OF NOVEMBER 16, 2011Trust Sale Agreement • November 14th, 2011 • Ally Auto Receivables Trust 2011-5 • Asset-backed securities • New York
THIS TRUST SALE AGREEMENT is made as of November 16, 2011 between ALLY AUTO ASSETS LLC, a Delaware limited liability company (the “Depositor”), and ALLY AUTO RECEIVABLES TRUST 2011-5, a Delaware statutory trust (the “Issuing Entity”).
