Santander Drive Auto Receivables Trust 2007-1 Asset Backed Notes Terms Agreement with Underwriters
Contract Categories:
Business Finance
›
Underwriting Agreements
Summary
This agreement, dated March 28, 2007, is between Santander Consumer USA Inc., Santander Drive Auto Receivables LLC, and the underwriters Wachovia Capital Markets, LLC, Guzman & Company, and UBS Securities LLC. It sets the terms for the sale and purchase of asset-backed notes, including note classes, interest rates, purchase prices, underwriting liabilities, and closing date. The underwriters agree to purchase the notes under specified terms, and the agreement incorporates the related Underwriting Agreement by reference.
EX-1.2 3 g06511exv1w2.htm EXHIBIT 1.2 Exhibit 1.2
Exhibit 1.2
EXECUTION COPY
SANTANDER DRIVE AUTO RECEIVABLES TRUST 2007-1
ASSET BACKED NOTES
ASSET BACKED NOTES
TERMS AGREEMENT
| Dated: March 28, 2007 | ||
To: | SANTANDER CONSUMER USA INC. | |
| SANTANDER DRIVE AUTO RECEIVABLES LLC | ||
Re: | Underwriting Agreement, dated March 26, 2007 |
| 1. | Terms of the Notes |
| Initial Note | Final Scheduled | |||||
| Class | Balance | Interest Rate | Payment Date | |||
A-1 | $204,000,000 | 5.324% | April 15, 2008 | |||
A-2 | $340,000,000 | 5.20% | December 15, 2010 | |||
A-3 | $185,000,000 | 5.05% | September 15, 2011 | |||
A-4 | $471,000,000 | LIBOR + 0.05% | September 14, 2014 |
| 2. | 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 |
Guzman & Company |
UBS Securities LLC |
| 3. | 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 | |||
Class A-4 | AAA/Aaa | |||
| 4. | Underwriting Liability |
| Class A-1 | Class A-2 | Class A-3 | Class A-4 | |||||||||||||
| Underwriting Liability | ||||||||||||||||
Wachovia Capital Markets, LLC | $ | 178,500,000 | $ | 246,500,000 | $ | 134,125,000 | $ | 459,225,000 | ||||||||
Guzman & Company | $ | 5,100,000 | $ | 8,500,000 | $ | 4,625,000 | $ | 11,775,000 | ||||||||
UBS Securities LLC | $ | 20,400,000 | $ | 85,000,000 | $ | 46,250,000 | $ | 0 | ||||||||
Total Amount | $ | 204,000,000 | $ | 340,000,000 | $ | 185,000,000 | $ | 471,000,000 | ||||||||
| 5. | Purchase Price, Discounts and Concessions |
| Class A-1 | Class A-2 | Class A-3 | Class A-4 | |||||||||||||
Gross Purchase Price | 100.000000 | % | 99.993880 | % | 99.987120 | % | 100.000000 | % | ||||||||
Underwriting Discount | 0.105000 | % | 0.155000 | % | 0.195000 | % | 0.200000 | % | ||||||||
Net Purchase Price | 99.895000 | % | 99.838880 | % | 99.792120 | % | 99.800000 | % | ||||||||
Maximum Dealer Selling Concessions | 0.065000 | % | 0.095000 | % | 0.115000 | % | 0.120000 | % | ||||||||
Maximum Dealer Reallowance Discounts | 0.032500 | % | 0.047500 | % | 0.057500 | % | 0.060000 | % | ||||||||
| 6. | Time of Sale |
12:15 p.m. (Eastern Time) (U.S.) on March 28, 2007 (the time the first Contract of Sale was entered into as designated by the Representative.)
| 7. | 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 April 4, 2007, 10:00 a.m., New York City time.
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 Title: Director | |||||
For itself and as representative of the other several Underwriters named in this Terms Agreement.
Accepted and Agreed:
SANTANDER DRIVE AUTO RECEIVABLES, LLC as Seller
By | /s/ Jim W. Moore Title: Vice President |
SANTANDER CONSUMER USA INC.
By | /s/ Jim W. Moore | |||
| Title: Vice President |
