0000905148-11-001355 Sample Contracts

Asset Backed Notes MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee

Indenture • July 20th, 2011 • Mercedes-Benz Auto Receivables Trust 2011-1 • Asset-backed securities • New York

• Contract Type
  Indenture
• Filed
  July 20th, 2011
• Company
  Mercedes-Benz Auto Receivables Trust 2011-1
• Industry
  Asset-backed securities
• Jurisdiction
  New York

This INDENTURE, dated as of June 1, 2011 (as amended, restated, supplemented or otherwise modified from time to time, this “Indenture”), is between MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1, a Delaware statutory trust (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, not in its individual capacity but solely as trustee (the “Indenture Trustee”).

DAIMLER RETAIL RECEIVABLES LLC, as Depositor, and WILMINGTON TRUST COMPANY, as Owner Trustee

Trust Agreement • July 20th, 2011 • Mercedes-Benz Auto Receivables Trust 2011-1 • Asset-backed securities • Delaware

• Contract Type
  Trust Agreement
• Filed
  July 20th, 2011
• Company
  Mercedes-Benz Auto Receivables Trust 2011-1
• Industry
  Asset-backed securities
• Jurisdiction
  Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of June 1, 2011 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between DAIMLER RETAIL RECEIVABLES LLC, a Delaware limited liability company, as depositor (the “Depositor”), and WILMINGTON TRUST COMPANY, a Delaware corporation with trust powers, as trustee (the “Owner Trustee”).

MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1, as Issuer, DAIMLER RETAIL RECEIVABLES LLC, as Depositor, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Seller, and MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer

Sale and Servicing Agreement • July 20th, 2011 • Mercedes-Benz Auto Receivables Trust 2011-1 • Asset-backed securities • New York

• Contract Type
  Sale and Servicing Agreement
• Filed
  July 20th, 2011
• Company
  Mercedes-Benz Auto Receivables Trust 2011-1
• Industry
  Asset-backed securities
• Jurisdiction
  New York

This SALE AND SERVICING AGREEMENT, dated as of June 1, 2011 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among DAIMLER RETAIL RECEIVABLES LLC, a Delaware limited liability company (the “Depositor”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (the “Seller”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as servicer (in such capacity, the “Servicer”), and MERCEDES-BENZ AUTO RECEIVABLES TRUST 2011-1, a Delaware statutory trust, as issuer (the “Issuer”).