0001140361-19-021657 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT Dated as of [●], 20[__]
Trust Agreement • November 27th, 2019 • Daimler Retail Receivables LLC • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of [●], 20[__] (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 [●], a [national banking association], as trustee (the “Owner Trustee”).

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MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Administrator, DAIMLER RETAIL RECEIVABLES LLC, as Depositor, and [●], as Indenture Trustee
Administration Agreement • November 27th, 2019 • Daimler Retail Receivables LLC • Asset-backed securities • New York

This ADMINISTRATION AGREEMENT, dated as of [●], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among DAIMLER TRUCKS RETAIL TRUST 20[__]-[_], as issuer (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC (“MBFS USA”), as administrator (the “Administrator”), DAIMLER RETAIL RECEIVABLES LLC (“Daimler Retail Receivables”), as depositor (the “Depositor”), and [●], not in its individual capacity but solely as trustee (the “Indenture Trustee”).

MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Seller, and DAIMLER RETAIL RECEIVABLES LLC, as Purchaser
Receivables Purchase Agreement • November 27th, 2019 • Daimler Retail Receivables LLC • Asset-backed securities • New York

This RECEIVABLES PURCHASE AGREEMENT, dated as of [●], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as seller (the “Seller”), and DAIMLER RETAIL RECEIVABLES LLC, a Delaware limited liability company (“Daimler Retail Receivables”), as purchaser (the “Purchaser”).

SALE AND SERVICING AGREEMENT Dated as of [●], 20[__]
Sale and Servicing Agreement • November 27th, 2019 • Daimler Retail Receivables LLC • Asset-backed securities • New York

This SALE AND SERVICING AGREEMENT, dated as of [●], 20[__] (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 (“MBFS USA”), as seller (in such capacity, the “Seller”) and as servicer (in such capacity, the “Servicer”), and DAIMLER TRUCKS RETAIL TRUST 20[__]-[_], a Delaware statutory trust, as issuer (the “Issuer”).

DAIMLER TRUCKS RETAIL TRUST 20[__]-[_], as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer and Administrator, and [●], as Asset Representations Reviewer
Asset Representations Review Agreement • November 27th, 2019 • Daimler Retail Receivables LLC • Asset-backed securities • New York

This ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of [●], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among DAIMLER TRUCKS RETAIL TRUST 20[__]-[_], a Delaware statutory trust (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA, a Delaware limited liability company, as servicer and administrator (in such capacities, the “Servicer” and the “Administrator” respectively), and [●], a [●] (the “Asset Representations Reviewer”).

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