Chase Manhattan Bank Usa Auto Owner Trust 2003-B Sample Contracts

Chase Manhattan Auto Owner Trust 2003-B – NOTE UNDERWRITING AGREEMENT (July 31st, 2003)

EXHIBIT 1.1 CHASE MANHATTAN AUTO OWNER TRUST 2003-B ASSET BACKED NOTES CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION Seller and Servicer NOTE UNDERWRITING AGREEMENT --------------------------- July 24, 2003 J.P. Morgan Securities Inc. As Representative of the Several Underwriters, 270 Park Avenue, 10th Floor New York, New York 10017 Ladies and Gentlemen: 1. Introductory. Chase Manhattan Bank USA, National Association, a national banking association (the "Bank"), proposes to form Chase Manhattan Auto Owner Trust 2003-B (the "Trust") to sell $301,000,000 aggregate principal amount of Class A-1 1.06% Asset Backed Notes (the "Class A-1 Notes"), $390,000,000 aggregate principal amount of Class A-2 1.28% Asset Backed Notes (the "Class A-2 Notes"), $380,000,000 aggregate principal

Chase Manhattan Auto Owner Trust 2003-B – AMENDED AND RESTATED TRUST AGREEMENT (July 31st, 2003)

EXHIBIT 4.2 CHASE MANHATTAN AUTO OWNER TRUST 2003-B AMENDED AND RESTATED TRUST AGREEMENT between CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION, as Depositor -and- WILMINGTON TRUST COMPANY, as Owner Trustee Dated as of July 25, 2003 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS.............................................................................................1 SECTION 1

Chase Manhattan Auto Owner Trust 2003-B – CERTIFICATE UNDERWRITING AGREEMENT (July 31st, 2003)

EXHIBIT 1.2 CHASE MANHATTAN AUTO OWNER TRUST 2003-B ASSET BACKED CERTIFICATES CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION Seller and Servicer CERTIFICATE UNDERWRITING AGREEMENT July 24, 2003 J.P. Morgan Securities Inc. 270 Park Avenue, 10th Floor New York, New York 10017 Ladies and Gentlemen: 1. Introductory. Chase Manhattan Bank USA, National Association, a national banking association (the "Bank"), proposes to form Chase Manhattan Auto Owner Trust 2003-B (the "Trust") to sell $37,500,000 aggregate principal amount of 2.43% Asset Backed Certificates (the "Certificates"), each representing a fractional undivided interest in the Trust. The assets of the Trust will include, among other things, a pool of simple interest retail installment sales contracts and purchase money notes and oth

Chase Manhattan Bank Usa Auto Owner Trust 2003-B – UNDER THE TRUST INDENTURE ACT OF 1939 OF A (July 24th, 2003)

Filing pursuant to Registration Statement number 333-38036 and 333-38036-01 ================================================================================ SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ----------------------------- FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ----------------------------- |_| CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK MINNESOTA, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) A U.S. National Banking Association