Santander Drive Auto Receivables Trust 2007-2 Asset Backed Notes Terms Agreement with Underwriters

Summary

This agreement, dated August 23, 2007, is between Santander Drive Auto Receivables LLC (as Seller), Santander Consumer USA Inc., and several underwriters including Wachovia Capital Markets, Fortis Securities, J.P. Morgan Securities, UBS Securities, and Guzman & Company. It sets the terms for the sale and purchase of asset-backed notes, including note classes, interest rates, purchase prices, underwriting discounts, and closing date. The underwriters agree to purchase the notes under specified terms, and the agreement incorporates the referenced Underwriting Agreement.

EX-1.2 3 g09371exv1w2.htm EXHIBIT 1.2 Exhibit 1.2

Exhibit 1.2

SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-2
ASSET BACKED NOTES

TERMS AGREEMENT


		Dated: August 23, 2007

To:		SANTANDER CONSUMER USA INC.
		SANTANDER DRIVE AUTO RECEIVABLES LLC

Re:		Underwriting Agreement, dated August 23, 2007

Terms of the Notes

Initial Note

Final Scheduled

Class

Balance

Interest Rate

Payment Date

A-1

103,000,000

5.8014

September 15, 2008

A-2

128,000,000

LIBOR + 0.35%

January 18, 2011

A-3

369,000,0000

LIBOR + 0.80%

August 15, 2014

Underwriters

The Underwriters named below are the “Underwriters” for the purpose of this Agreement and for the purposes of the above-referenced Underwriting Agreement as such Underwriting Agreement is incorporated herein and made a part hereof.

Wachovia Capital Markets, LLC
Fortis Securities LLC
J.P. Morgan Securities Inc.
UBS Securities LLC
Guzman & Company

Exhibit 1.2

Ratings


		Rating Agency and Ratings
Class		Standard & Poor’s/Moody’s
Class A-1		A-1+/Prime-1
Class A-2		AAA/Aaa
Class A-3		AAA/Aaa

Underwriting Liability


Underwriting Liability	Class A-1		Class A-2		Class A-3
Wachovia Capital Markets, LLC	$	84,300,000	$	104,800,000	$	301,900,000
Fortis Securities LLC		10,700,000		13,200,000		38,400,000
J.P. Morgan Securities Inc.		3,200,000		4,000,000		11,500,000
UBS Securities LLC		3,200,000		4,000,000		11,500,000
Guzman & Company		1,600,000		2,000,000		5,700,000
Total Amount	$	103,000,000	$	128,000,000	$	369,000,000

Purchase Price, Discounts and Concessions


	Class A-1			Class A-2			Class A-3
Gross Purchase Price		100.000	%		100.000	%		100.000	%
Underwriting Discount		0.120	%		0.160	%		0.190	%
Net Purchase Price		99.880	%		99.840	%		99.810	%
Maximum Dealer Selling Concessions		0.072	%		0.096	%		0.114	%
Maximum Dealer Reallowance Discounts		0.036	%		0.048	%		0.057	%

Time of Sale

10:30 a.m. (Eastern Time) (U.S.) on August 23, 2007 (the time the first Contract of Sale was entered into as designated by the Representative.)

Closing Date

Pursuant to Rule 15c6-1(d) under the Securities Exchange Act of 1934, as amended, the Underwriters, the Seller and Santander Consumer hereby agree that the Closing Date shall be September 5, 2007, 10:00 a.m., New York City time.

Exhibit 1.2

The Underwriters agree, severally and not jointly, to purchase the Notes subject to the terms and provisions of this Terms Agreement and the above-referenced Underwriting Agreement which is incorporated herein in its entirety and made a part hereof.


	WACHOVIA CAPITAL MARKETS, LLC
	By:	/s/ Chad Kobos
		Name: Chad Kobos
		Title: Director

For itself and as representative of the other several Underwriters named in this Terms Agreement.

Exhibit 1.2


Accepted and Agreed:

SANTANDER DRIVE AUTO RECEIVABLES, LLC as Seller

By		/s/ Jim W. Moore
		Name: Jim W. Moore
		Title: Vice President

SANTANDER CONSUMER USA INC.

By		/s/ Jim W. Moore
		Name: Jim W. Moore
		Title: Vice President