Santander Drive Auto Receivables Trust 2007-1 Sample Contracts

SALE AND SERVICING AGREEMENT by and between SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, as Issuer SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller SANTANDER CONSUMER USA INC., as Servicer WELLS FARGO BANK, NATIONAL ASSOCIATION, as Backup Servicer...
Sale and Servicing Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of April 4, 2007 as amended, supplemented or otherwise modified and in effect from time to time, this “Agreement”), by and among SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, a Delaware statutory trust (the “Issuer”), SANTANDER DRIVE AUTO RECEIVABLES LLC, a Delaware limited liability company, as seller (the “Seller”), SANTANDER CONSUMER USA INC., an Illinois corporation (“Santander Consumer”), as servicer (in such capacity, the “Servicer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as backup servicer (the “Backup Servicer”) and as indenture trustee (the “Indenture Trustee”).

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SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1 AMENDED AND RESTATED TRUST AGREEMENT between SANTANDER DRIVE AUTO RECEIVABLES LLC, as the Depositor and U.S. BANK TRUST NATIONAL ASSOCIATION, as the Owner Trustee Dated as of April 4, 2007
Trust Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT is made as of April 4, 2007 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) between Santander Drive Auto Receivables LLC, a Delaware limited liability company, as the depositor (the “Seller”), and U.S. Bank Trust National Association, a national banking association, as the owner trustee (the “Owner Trustee”).

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CONTRIBUTION AGREEMENT dated as of April 4, 2007 Between SANTANDER CONSUMER USA INC. and SANTANDER DRIVE AUTO RECEIVABLES LLC
Contribution Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

THIS CONTRIBUTION AGREEMENT is made and entered into as of April 4, 2007 (as amended from time to time, this “Agreement”) by SANTANDER CONSUMER USA INC., an Illinois corporation (“Santander Consumer” or the “Originator”), and Santander Drive Auto Receivables LLC, a Delaware limited liability company (the “Depositor”).

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SCHEDULE to the MASTER AGREEMENT dated as of April 4, 2007 between BANCO SANTANDER CENTRAL HISPANO, S.A.(“Party A”) and SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1 (“Party B”)
Master Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York
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LIMITED GUARANTY
Limited Guaranty • October 18th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

This Limited Guaranty (this “Guaranty”) is entered into as of October 15, 2007, by Banco Santander, S.A. (the “Guarantor”), in favor of Santander Drive Auto Receivables Trust 2007-1 (the “Issuer”), Wells Fargo Bank, National Association, as Indenture Trustee under the Indenture referred to below (in such capacity, the “Indenture Trustee”), U.S. Bank Trust National Association, as Owner Trustee under the Trust Agreement (the “Owner Trustee”) and Financial Guaranty Insurance Company (the “Note Insurer”).

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SANTANDER CONSUMER USA INC. SANTANDER DRIVE AUTO RECEIVABLES LLC Series 2007-1 Santander Drive Auto Receivables Trust 2007-1 UNDERWRITING AGREEMENT
Underwriting Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

Wachovia Capital Markets, LLC, as Representative of the several Underwriters (the “Representative”) NC0610 One Wachovia Center 301 South College Street Charlotte, NC 28288

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ADMINISTRATION AGREEMENT
Administration Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of April 4, 2007, is between SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, a Delaware statutory trust (the “Issuer”), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, but solely as Owner Trustee of the Issuer (the “Owner Trustee”), SANTANDER CONSUMER USA INC., an Illinois corporation, as administrator (“Santander Consumer” or the “Administrator”), and Wells Fargo Bank, National Association, a national banking association organized under the laws of the United States, as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of April 4, 2007 (the “Sale and Servicing Agreement”) by and between Santander Drive Auto Receivables LLC, as seller, the Issuer, the Administrator, as servicer, and the Indenture Trustee, as indenture

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LETTER OF CREDIT REIMBURSEMENT AGREEMENT
Letter of Credit Reimbursement Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

THIS LETTER OF CREDIT REIMBURSEMENT AGREEMENT, dated as of April 4, 2007 (this “Reimbursement Agreement”), is entered into among SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, a Delaware statutory trust (the “Issuer”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as indenture trustee (in such capacity, the “Indenture Trustee”), SANTANDER DRIVE AUTO RECEIVABLES LLC, a Delaware limited liability company, as seller (the “Seller”), SANTANDER CONSUMER USA INC., an Illinois corporation (“Santander Consumer”), as servicer (in such capacity, the “Servicer”), and WACHOVIA BANK, NATIONAL ASSOCIATION, a national banking association (“Wachovia Bank”), as letter of credit issuer (in such capacity, the “Letter of Credit Issuer”).

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BACKUP SERVICING AGREEMENT
Backup Servicing Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

This Backup Servicing Agreement, dated as of April 4, 2007 (this “Agreement”), is among Financial Guaranty Insurance Company, as Insurer (the “Insurer”), Wells Fargo Bank, National Association, as Backup Servicer (the “Backup Servicer”) and as Indenture Trustee (the “Indenture Trustee”), Santander Drive Auto Receivables Trust 2007-1, as Issuer (the “Issuer”), Santander Drive Auto Receivables LLC, as Seller (the “Seller”), and Santander Consumer USA Inc., as Servicer (“Santander Consumer”).

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FINANCIAL GUARANTY INSURANCE COMPANY, as Insurer SANTANDER CONSUMER USA INC., as Servicer and Originator SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, as Issuer WELLS FARGO BANK, NATIONAL ASSOCIATION,...
Insurance Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

THIS INSURANCE AGREEMENT (this “Insurance Agreement”), dated as of April 4, 2007, is by and among SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller (together with its permitted successors and assigns, the “Seller”), SANTANDER CONSUMER USA INC., in its capacity as Servicer under the Sale and Servicing Agreement described below (together with its permitted successors and assigns, the “Servicer”) and in its capacity as originator (the “Originator”), SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, as the Issuer (the “Issuer”), FINANCIAL GUARANTY INSURANCE COMPANY (the “Insurer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Indenture Trustee (the “Indenture Trustee”) and Backup Servicer (the “Backup Servicer”), and U.S. BANK TRUST NATIONAL ASSOCIATION, not in its individual capacity, but solely as Owner Trustee (the “Owner Trustee”).

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ISDA® International Swap Dealers Association, Inc. MASTER AGREEMENT dated as of April 4, 2007
Master Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • Delaware

BANCO SANTANDER CENTRAL HISPANO, S.A. and SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, a Delaware statutory trust, have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.

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SECOND AMENDMENT TO SALE AND SERVICING AGREEMENT (Santander Drive Auto Receivables Trust 2007-1)
Sale and Servicing Agreement • October 18th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

This SECOND AMENDMENT TO SALE AND SERVICING AGREEMENT (this “Amendment”), dated as of October 15, 2007, is entered into among SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, as issuer (the “Issuer”), SANTANDER DRIVE AUTO RECEIVABLES LLC, as seller (the “Seller”), SANTANDER CONSUMER USA INC., as servicer (the “Servicer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as indenture trustee (in such capacity, the “Indenture Trustee”), and as backup servicer (in such capacity, the “Backup Servicer”), and amends the Sale and Servicing Agreement, dated as of April 4, 2007, as amended by the First Amendment to Sale and Servicing Agreement dated as of August 30, 2007 (collectively the “Sale and Servicing Agreement”), among the Issuer, the Seller, the Servicer, the Trust Collateral Agent, the Indenture Trustee and the Backup Servicer.

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FIRST AMENDMENT TO SALE AND SERVICING AGREEMENT SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1
Sale and Servicing Agreement • October 18th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

This FIRST AMENDMENT TO SALE AND SERVICING AGREEMENT (this “Amendment”), dated as of August 30, 2007, is entered into among SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, as issuer (the “Issuer”), SANTANDER DRIVE AUTO RECEIVABLES LLC, as seller (the “Seller”), SANTANDER CONSUMER USA INC., as servicer (the “Servicer”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as indenture trustee (in such capacity, the “Indenture Trustee”) and backup servicer (in such capacity, the “Backup Servicer”), and amends the Sale and Servicing Agreement, dated as of April 4, 2007 (the “Sale and Servicing Agreement”), among the Issuer, the Seller, the Servicer, the Indenture Trustee and the Backup Servicer.

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FIRST AMENDMENT TO INSURANCE AGREEMENT (Santander Drive Auto Receivables Trust 2007-1)
Insurance Agreement • October 18th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

This FIRST AMENDMENT TO INSURANCE AGREEMENT (this “Amendment”), dated as of October 15, 2007, is entered into among FINANCIAL GUARANTY INSURANCE COMPANY, as Insurer (the “Insurer”), SANTANDER DRIVE AUTO RECEIVABLES LLC, as Seller (the “Seller”), SANTANDER CONSUMER USA INC., as Servicer (the “Servicer”), SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1, as Issuer (the “Issuer”), WELLS FARGO BANK, NATIONAL ASSOCIATION, as Indenture Trustee (the “Indenture Trustee”) and Backup Servicer (the “Backup Servicer”), U.S. BANK TRUST NATIONAL ASSOCIATION, not in its individual capacity, but solely as Owner Trustee (the “Owner Trustee”), and SANTANDER CONSUMER USA INC., as originator (the “Originator”), and amends the Insurance Agreement, dated as of April 4, 2007 (the “Insurance Agreement”), among the Insurer, the Seller, the Servicer, the Issuer, the Indenture Trustee, the Backup Servicer, the Owner Trustee and the Originator.

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ACCESSION AGREEMENT Dated as of April 4, 2007
Accession Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities

Reference is hereby made to the INTERCREDITOR AND MASTER COLLECTION ACCOUNT AGREEMENT, dated as of December 7, 2006 (the “Agreement”) among,

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INTERCREDITOR AND MASTER COLLECTION ACCOUNT AGREEMENT
Intercreditor and Master Collection Account Agreement • April 9th, 2007 • Santander Drive Auto Receivables Trust 2007-1 • Asset-backed securities • New York

WELLS FARGO BANK, NATIONAL ASSOCIATION, in its capacity as the Collateral Custodian under the Wachovia Warehouse Agreement, the Trust Collateral Agent under the Existing Securitizations, the Indenture Trustee under the Existing Indentures and the Master Collection Account Agent under this Agreement (“Wells Fargo”),

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