M&i Dealer Auto Securitization LLC Sample Contracts

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Trust Agreement • November 26th, 2003 • M&i Dealer Auto Securitization LLC • Asset-backed securities • Delaware
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Seller, M&I MARSHALL & ILSLEY BANK Servicer and Trustee
Pooling and Servicing Agreement • February 1st, 2002 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York
SALE AND SERVICING AGREEMENT Among
Sale and Servicing Agreement • November 26th, 2003 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York
FORM OF LIMITED LIABILITY COMPANY AGREEMENT OF M&I AUTO RECEIVABLES 200[_] - [_], LLC
M&i Dealer Auto Securitization LLC • February 1st, 2002 • Asset-backed securities • Delaware
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Purchase Agreement • November 26th, 2003 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York
Exhibit 10.3 ADMINISTRATION AGREEMENT
Administration Agreement • November 26th, 2003 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York
LIMITED LIABILITY COMPANY AGREEMENT OF M&I DEALER AUTO SECURITIZATION, LLC
Limited Liability Company Agreement • January 8th, 2002 • M&i Dealer Auto Securitization LLC • Delaware
EXHIBIT 99.2 M&I AUTO RECEIVABLES 200_-_ FORM OF TRUST AGREEMENT
Trust Agreement • February 1st, 2002 • M&i Dealer Auto Securitization LLC • Asset-backed securities
M&I AUTO LOAN TRUST 2005-1 AMENDED AND RESTATED TRUST AGREEMENT between M&I DEALER AUTO SECURITIZATION, LLC as the Depositor DEUTSCHE BANK TRUST COMPANY DELAWARE as the Owner Trustee DEUTSCHE BANK TRUST COMPANY AMERICAS as the Certificate Registrar...
Trust Agreement • November 28th, 2005 • M&i Dealer Auto Securitization LLC • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT is made as of November 22, 2005 (as from time to amended, supplemented or otherwise modified and in effect, this “Agreement”) between M&I DEALER AUTO SECURITIZATION, LLC, a Delaware limited liability company, as the depositor (the “Depositor”), DEUTSCHE BANK TRUST COMPANY DELAWARE, a Delaware banking corporation, as the owner trustee (the “Owner Trustee”), DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as certificate registrar (in such capacity the “Certificate Registrar”) and as certificate paying agent (in such capacity the “Certificate Paying Agent”) and M&I Marshall & Ilsley Bank, a Wisconsin banking corporation as the administrator (“M&I Bank”; in its capacity as administrator, the “Administrator”).

PURCHASE AGREEMENT among M&I NORTHWOODS III LLC and JPMORGAN CHASE BANK, N.A. (as agent on behalf of Preferred Receivables Funding Corporation and Falcon Asset Securitization Corporation) as Transferors and M&I DEALER AUTO SECURITIZATION, LLC as...
Purchase Agreement • November 28th, 2005 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York

This PURCHASE AGREEMENT (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) dated as of November 22, 2005 by and among M&I NORTHWOODS III LLC, a Delaware limited liability company (“Northwoods”), JPMORGAN CHASE BANK, N.A., a national banking association (as agent on behalf of Preferred Receivables Funding Corporation (“PREFCO”) and Falcon Asset Securitization Corporation (“Falcon”)) (“JPMorgan” and together with Northwoods, the “Transferors”) and M&I DEALER AUTO SECURITIZATION, LLC, a Delaware limited liability company (the “Purchaser”).

ADMINISTRATION AGREEMENT by and among M&I AUTO LOAN TRUST 2005-1 as Trust M&I MARSHALL & ILSLEY BANK as Administrator and JPMORGAN CHASE BANK, N.A. as Indenture Trustee November 22, 2005
Administration Agreement • November 28th, 2005 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York

This ADMINISTRATION AGREEMENT, dated as of November 22, 2005 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”), is by and among M&I AUTO LOAN TRUST 2005-1, a Delaware statutory trust (the “Trust”), M&I MARSHALL & ILSLEY BANK, a banking corporation organized under the laws of the State of Wisconsin, as administrator (the “Administrator”), and JPMORGAN CHASE BANK, N.A., a national banking association, not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”).

SALE AND SERVICING AGREEMENT Among M&I AUTO LOAN TRUST 2005-1 as Trust M&I DEALER AUTO SECURITIZATION, LLC as Seller M&I MARSHALL & ILSLEY BANK as Servicer and JPMORGAN CHASE BANK, N.A. as Indenture Trustee Dated as of November 22, 2005
Sale and Servicing • November 28th, 2005 • M&i Dealer Auto Securitization LLC • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT dated as of November 22, 2005, (this “Agreement”) among M&I AUTO LOAN TRUST 2005-1, a Delaware statutory trust (the “Trust”), M&I DEALER AUTO SECURITIZATION, LLC, a Delaware limited liability company (in its capacity as seller, “Seller”), M&I MARSHALL & ILSLEY BANK, a banking corporation organized under the laws of the State of Wisconsin (“M&I Bank” and in its capacity as servicer, “Servicer”) and JPMorgan Chase Bank, N.A., a national banking association, (in its capacity as indenture trustee, “Indenture Trustee”).

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