0001193125-12-433484 Sample Contracts

ADMINISTRATION AGREEMENT AMONG ALLY AUTO RECEIVABLES TRUST 2012-5, ISSUING ENTITY, ALLY FINANCIAL INC., ADMINISTRATOR AND DEUTSCHE BANK TRUST COMPANY AMERICAS, INDENTURE TRUSTEE DATED AS OF OCTOBER 24, 2012
Administration Agreement • October 24th, 2012 • Ally Auto Receivables Trust 2012-5 • Asset-backed securities • New York

ADMINISTRATION AGREEMENT, dated as of October 24, 2012, is among ALLY AUTO RECEIVABLES TRUST 2012-5, 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”).

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CUSTODIAN AGREEMENT BETWEEN ALLY FINANCIAL INC., CUSTODIAN AND ALLY AUTO ASSETS LLC, DEPOSITOR DATED AS OF OCTOBER 24, 2012
Custodian Agreement • October 24th, 2012 • Ally Auto Receivables Trust 2012-5 • Asset-backed securities • New York

This CUSTODIAN AGREEMENT, dated as of October 24, 2012, 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”).

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SERVICING AGREEMENT AMONG ALLY FINANCIAL INC. ALLY AUTO ASSETS LLC AND ALLY AUTO RECEIVABLES TRUST 2012-5 DATED AS OF OCTOBER 24, 2012
Servicing Agreement • October 24th, 2012 • Ally Auto Receivables Trust 2012-5 • Asset-backed securities • New York

THIS SERVICING AGREEMENT, dated as of October 24, 2012, is 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 2012-5, a Delaware statutory trust (the “Issuing Entity”).

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POOLING AGREEMENT BETWEEN ALLY AUTO ASSETS LLC AND ALLY BANK DATED AS OF OCTOBER 24, 2012
Pooling Agreement • October 24th, 2012 • Ally Auto Receivables Trust 2012-5 • Asset-backed securities • New York

THIS POOLING AGREEMENT, dated as of October 24, 2012, is between ALLY AUTO ASSETS LLC, a Delaware limited liability company (“Ally Auto”), and ALLY BANK, a Utah chartered bank (the “Seller”).

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TRUST SALE AGREEMENT BETWEEN ALLY AUTO ASSETS LLC DEPOSITOR AND ALLY AUTO RECEIVABLES TRUST 2012-5 ISSUING ENTITY DATED AS OF OCTOBER 24, 2012
Trust Sale Agreement • October 24th, 2012 • Ally Auto Receivables Trust 2012-5 • Asset-backed securities • New York

THIS TRUST SALE AGREEMENT is made as of October 24, 2012 between ALLY AUTO ASSETS LLC, a Delaware limited liability company (the “Depositor”), and ALLY AUTO RECEIVABLES TRUST 2012-5, a Delaware statutory trust (the “Issuing Entity”).

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TRUST AGREEMENT BETWEEN ALLY AUTO ASSETS LLC, DEPOSITOR AND BNY MELLON TRUST OF DELAWARE, OWNER TRUSTEE DATED AS OF OCTOBER 24, 2012
Trust Agreement • October 24th, 2012 • Ally Auto Receivables Trust 2012-5 • Asset-backed securities • Delaware

TRUST AGREEMENT, dated as of October 24, 2012, is 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”).

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