0001193125-14-441191 Sample Contracts

ADMINISTRATION AGREEMENT AMONG ALLY AUTO RECEIVABLES TRUST 2014-3, ISSUING ENTITY, ALLY FINANCIAL INC., ADMINISTRATOR AND DEUTSCHE BANK TRUST COMPANY AMERICAS, INDENTURE TRUSTEE DATED AS OF DECEMBER 17, 2014
Administration Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • New York

ADMINISTRATION AGREEMENT, dated as of December 17, 2014, is among ALLY AUTO RECEIVABLES TRUST 2014-3, 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 DECEMBER 17, 2014
Custodian Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • New York

This CUSTODIAN AGREEMENT, dated as of December 17, 2014, 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 2014-3 $215,000,000 Asset Backed Notes, Class A-1 $310,000,000 Asset Backed Notes, Class A-2 $334,000,000 Asset Backed Notes, Class A-3 $98,830,000 Asset Backed Notes, Class A-4 $21,300,000 Asset Backed Notes, Class B...
Underwriting Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • New York

Ally Auto Assets LLC, a Delaware limited liability company (the “Depositor”), proposes to sell to the Underwriters $215,000,000 aggregate principal balance of Class A-1 Asset Backed Notes (the “Class A-1 Notes”), $310,000,000 aggregate principal balance of Class A-2 Asset Backed Notes (the “Class A-2 Notes”), $334,000,000 aggregate principal balance of Class A-3 Asset Backed Notes (the “Class A-3 Notes”), and $98,830,000 aggregate principal balance of Class A-4 Asset Backed Notes (the “Class A-4 Notes” and together with the Class A-1 Notes, Class A-2 Notes and Class A-3 Notes, the “Class A Notes”), $21,300,000 aggregate principal balance of Class B Asset Backed Notes (the “Class B Notes”), $17,550,000 aggregate principal balance of Class C Asset Backed Notes (the “Class C Notes”) and $16,430,000 aggregate principal balance of Class D Asset Backed Notes (the “Class D Notes” and together with the Class A Notes, Class B Notes and Class C Notes, the “Offered Notes”) of the Ally Auto Receiv

SERVICING AGREEMENT AMONG ALLY FINANCIAL INC. ALLY AUTO ASSETS LLC AND ALLY AUTO RECEIVABLES TRUST 2014-3 DATED AS OF DECEMBER 17, 2014
Servicing Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • New York

THIS SERVICING AGREEMENT, dated as of December 17, 2014, 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 2014-3, a Delaware statutory trust (the “Issuing Entity”).

POOLING AGREEMENT BETWEEN ALLY AUTO ASSETS LLC AND ALLY BANK DATED AS OF DECEMBER 17, 2014
Pooling Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • New York

THIS POOLING AGREEMENT, dated as of December 17, 2014, is 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 2014-3 ISSUING ENTITY DATED AS OF DECEMBER 17, 2014
Trust Sale Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • New York

THIS TRUST SALE AGREEMENT is made as of December 17, 2014 between ALLY AUTO ASSETS LLC, a Delaware limited liability company (the “Depositor”), and ALLY AUTO RECEIVABLES TRUST 2014-3, a Delaware statutory trust (the “Issuing Entity”).

TRUST AGREEMENT BETWEEN ALLY AUTO ASSETS LLC, DEPOSITOR AND BNY MELLON TRUST OF DELAWARE, OWNER TRUSTEE DATED AS OF DECEMBER 17, 2014
Trust Agreement • December 12th, 2014 • Ally Auto Receivables Trust 2014-3 • Asset-backed securities • Delaware

TRUST AGREEMENT, dated as of December 17, 2014, 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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