Underwriting Agreement Barclays Dryrock Issuance Trust $250,000,000 Class A Series 2014-5 Fixed Rate Asset Backed NotesUnderwriting Agreement • November 26th, 2014 • Barclays Dryrock Issuance Trust • Asset-backed securities • New York
Contract Type FiledNovember 26th, 2014 Company Industry JurisdictionThe undersigned, Barclays Dryrock Funding LLC (the “Transferor”), proposes to cause Barclays Dryrock Issuance Trust (the “Issuer” or the “Trust”) to issue $250,000,000 (stated principal amount) Class A Series 2014-5 Fixed Rate Asset Backed Notes (the “Class A Notes”) and $54,879,000 (stated principal amount) Class B Series 2014-5 Fixed Rate Asset Backed Notes (the “Class B Notes” and, together with the Class A Notes, the “Notes”). The Class A Notes are referred to herein as the “Underwritten Notes.” The Class B Notes are referred to herein as the “Retained Notes” and will be retained by the Transferor (referred to herein as the “Retained Note Transaction”). Barclays Capital Inc., as a representative of the Underwriters (as defined below), may be referred to herein as a “Representative.” The Issuer is a Delaware statutory trust established as Dryrock Issuance Trust and created pursuant to (a) a Trust Agreement, dated as of June 8, 2012, as amended and restated on August 1, 2012, and as