securities and exchange commissionpdf.secdatabase.com/2757/0001019965-16-000366.pdfunited states...

Business Address36455 CORPORATE DRIVEFARMINGTON HILLS MI48331(248) 991-6632

Mailing Address36455 CORPORATE DRIVEFARMINGTON HILLS MI48331

SECURITIES AND EXCHANGE COMMISSION

FORM 10-KAnnual report pursuant to section 13 and 15(d)

Filing Date: 2016-03-29 | Period of Report: 2016-03-28SEC Accession No. 0001019965-16-000366

(HTML Version on secdatabase.com)

FILERMercedes-Benz Auto Receivables Trust 2014-1CIK:1612226| IRS No.: 000000000 | Fiscal Year End: 1231Type: 10-K | Act: 34 | File No.: 333-181985-03 | Film No.: 161534089SIC: 6189 Asset-backed securities

Copyright © 2016 www.secdatabase.com. All Rights Reserved.Please Consider the Environment Before Printing This Document

http://www.sec.gov/Archives/edgar/data/0001612226/000101996516000366/0001019965-16-000366-index.htm

http://edgar.secdatabase.com/2757/101996516000366/filing-main.htm

http://www.secdatabase.com/CIK/1612226

http://www.secdatabase.com/CIK/1612226

http://www.secdatabase.com/FileNumber/33318198503

http://www.secdatabase.com/SIC/6189

http://www.secdatabase.com

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549FORM 10-K

(Mark One)☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

OF 1934For the fiscal year ended: December 31, 2015

OR☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934For the transition period from _________ to _________

Commission File Number of Issuing Entity: 333-181985-03Commission File Number of Depositor: 333-181985

Mercedes-Benz Auto Receivables Trust 2014-1(Exact name of Issuing Entity as specified in its charter)Central Index Key number of the sponsor: 0001612226

Daimler Retail Receivables LLC(Exact name of Depositor as specified in its charter)

Central Index Key number of the sponsor: 0001463814Mercedes-Benz Financial Services USA LLC

(Exact name of Sponsor as specified in its charter)Central Index Key number of the sponsor: 0001540252

State of Delaware 80-0786663(State or Other Jurisdiction of Incorporation of issuing entity) (I.R.S. Employer Identification No.)

36455 Corporate Drive, Farmington Hills, Michigan 48331(Address of Principal Executive Offices of issuing entity) (Zip Code)

(248) 991-6632(Telephone number, including area code, of issuing entity)

Securities registered pursuant to Section 12(b) of the Act: NoneSecurities registered pursuant to Section 12(g) of the Act: NoneIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒NoIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes☒ NoIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ NoIndicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, everyInteractive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant was required to submit and post such files). ☒ Yes ☐ NoIndicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405) is not contained herein,and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated byreference in Part III of this form 10-K or any amendment to this Form 10-K. ☒Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smallerreporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2of the Exchange Act. (Check one):

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☒ Smaller reporting company ☐(Do not check if a smaller reporting company)



Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes ☒ NoState the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to theprice at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business dayof the registrant's most recently completed second fiscal quarter. Not applicable

DOCUMENTS INCORPORATED BY REFERENCE

List hereunder the following documents if incorporated by reference and the Part of the Form 10-K (e.g., Part I, Part II, etc.) intowhich the document is incorporated: (1) Any annual report to security holders; (2) Any proxy or information statement; and (3) Anyprospectus filed pursuant to Rule 424(b) or (c) under the Securities Act of 1933. The listed documents should be clearly described foridentification purposes (e.g., annual report to security holders for the fiscal year ended December 24, 1980). None



PART I

Item 1B. Unresolved Staff Comments.

Nothing to report.

The following Items have been omitted in accordance with General Instruction J(1) to Form 10-K:

Item 1. Business.

Item 1A. Risk Factors.

Item 2. Properties.

Item 3. Legal Proceedings.

Item 4. Mine Safety Disclosures.

PART II

Item 9B. Other Information.

Nothing to report.


Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities.

Item 6. Selected Financial Data.

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

Item 8. Financial Statements and Supplementary Data.

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

Item 9A. Controls and Procedures.

PART III


Item 10. Directors, Executive Officers and Corporate Governance.

Item 11. Executive Compensation.

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

Item 13. Certain Relationships and Related Transactions, and Director Independence.

Item 14. Principal Accountant Fees and Services.



PURSUANT TO GENERAL INSTRUCTION J(2) THE FOLLOWING SUBSTITUTE INFORMATION ISBEING PROVIDED IN THIS REPORT ON FORM 10-K:

Item 1112(b) of Regulation AB. Significant Obligors of Pool Assets – Financial Information.

Nothing to report.

Item 1114(b)(2) of Regulation AB. Credit Enhancement and Other Support, Except for Certain DerivativesInstruments – Financial Information.

Nothing to report.

Item 1115(b) of Regulation AB. Certain Derivatives Instruments – Financial Information.

Nothing to report.

Item 1117 of Regulation AB. Legal Proceedings.

There are no legal proceedings pending, or any proceedings known to be contemplated by governmentalauthorities, against the Sponsor, the Depositor, U.S. Bank National Association (the "Indenture Trustee"),Wilmington Trust, National Association (the "Owner Trustee"), the Issuing Entity, or any property thereof, that arematerial to holders of the Asset Backed Notes issued by the Issuing Entity (the "Notes"), except to the extent setforth below with respect to the Indenture Trustee.

The Indenture Trustee has provided the information contained in the following three paragraphs forpurposes of compliance with Regulation AB:

Since 2014 various plaintiffs or groups of plaintiffs, primarily investors, have filed claims againstU.S. Bank National Association ("U.S. Bank"), in its capacity as trustee or successor trustee (as the casemay be) under certain residential mortgage backed securities ("RMBS") trusts. The plaintiffs or plaintiffgroups have filed substantially similar complaints against other RMBS trustees, including Deutsche Bank,Citibank, HSBC, Bank of New York Mellon and Wells Fargo. The complaints against U.S. Bank allegethe trustee caused losses to investors as a result of alleged failures by the sponsors, mortgage loan sellersand servicers for these RMBS trusts and assert causes of action based upon the trustee's purported failure toenforce repurchase obligations of mortgage loan sellers for alleged breaches of representations andwarranties concerning loan quality. The complaints also assert that the trustee failed to notifysecurityholders of purported events of default allegedly caused by breaches of servicing standards bymortgage loan servicers and that the trustee purportedly failed to abide by a heightened standard of carefollowing alleged events of default.

Currently U.S. Bank is a defendant in multiple actions alleging individual or class action claimsagainst the trustee with respect to multiple trusts as described above with the most substantial case being:BlackRock Balanced Capital Portfolio et al v. U.S. Bank National Association, No. 605204/2015 (N.Y.Sup. Ct.) (class action alleging claims with respect to approximately 794 trusts) and its companion caseBlackRock Core Bond Portfolio et al v. U.S Bank National Association, No. 14-cv-9401 (S.D.N.Y.). Someof the trusts implicated in the aforementioned Blackrock cases, as well as other trusts, are involved inactions brought by separate groups of plaintiffs related to no more than 100 trusts per case.

U.S. Bank cannot assure you as to the outcome of any of the litigation, or the possible impact ofthese litigations on the trustee or the RMBS trusts. However, U.S. Bank denies liability and believes that ithas performed its obligations under the RMBS trusts in good faith, that its actions were not the cause oflosses to investors and that it has meritorious defenses, and it intends to contest the plaintiffs' claimsvigorously.



Item 1119 of Regulation AB. Affiliations and Certain Relationships and Related Transactions.

The Depositor is an affiliate of Mercedes-Benz Financial Services USA LLC ("MBFS"), which acts asSponsor, Servicer and Administrator, in that MBFS is the sole equity member of the Depositor.

The Sponsor acted as originator (as contemplated by Item 1110 of Regulation AB) of the receivablesowned by the Issuing Entity and services the receivables. The Sponsor is the sole equity member of the Depositor.The Issuing Entity issued the Mercedes-Benz Auto Receivables Trust 2014-1 asset backed certificates to theDepositor and through this issuance, the Depositor has acquired a 100% ownership interest in the Issuing Entity;therefore, the Issuing Entity is an affiliated party of the Depositor and, indirectly, of the Sponsor.

There are no significant obligors, external enhancement or support providers, or other material partiesrelated to the Notes.

In addition, there are no business relationships, agreements, arrangements, transactions or understandingsoutside the ordinary course of business or on terms other than would be obtained in an arm's length transaction withan unrelated party, apart from this asset-backed securities transaction involving the issuance of the Notes by theIssuing Entity, between the Sponsor, the Depositor or the Issuing Entity and any of the parties, or affiliates of suchparties, mentioned in this Item.

Item 1122 of Regulation AB. Compliance with Applicable Servicing Criteria.

Each of the Sponsor, in its capacity as Servicer, and the Indenture Trustee (together with the Sponsor in itscapacity as Servicer, each, a "Servicing Participant") has been identified by the registrant as a party participating inthe servicing function during the reporting period with respect to the pool assets held by the Issuing Entity. EachServicing Participant has completed a report on an assessment of compliance with the servicing criteria applicable tosuch Servicing Participant (each, a "Report on Assessment") as of December 31, 2015 and for the reporting period,which Reports on Assessment are attached as Exhibits 33.1 and 33.2 to this report on Form 10-K. In addition, eachServicing Participant has provided an attestation report (each, an "Attestation Report") by a registered independentpublic accounting firm on its Report on Assessment. The Attestation Reports are attached as Exhibits 34.1 and 34.2to this report on Form 10-K. The Report on Assessment prepared by the Indenture Trustee and the AttestationReport provided by the Indenture Trustee did not identify any material instance of noncompliance with the servicingcriteria applicable to the Indenture Trustee. The Report on Assessment prepared by the Servicer and the AttestationReport provided by the Servicer identified one material instance of noncompliance with the servicing criteriaapplicable to the Servicer. In regard to one account, the Servicer did not send a post-repo notice within two days ofrepossession of the vehicle. The account in question was part of the assets backing the Notes. This particularaccount was misrouted internally by the Servicer. The responsible employee was coached and the relevant policywas clarified.

Item 1123 of Regulation AB. Servicing Compliance Statement.

The Servicer has completed a statement of compliance with its obligations under the applicable servicingagreement (a "Compliance Statement") signed by an authorized officer of the Servicer. The Compliance Statementis attached as Exhibit 35.1 to this report on Form 10-K.

PART IV

Item 15. Exhibits and Financial Statement Schedules.

(a) The following documents are filed as part of this report

(1) Not applicable.

(2) Not applicable.



(3) See Item 15(b) below.

(b) Exhibits Required by Item 601 of Regulation S-K

ExhibitNumber Description1.1 Underwriting Agreement, dated July 1, 2014, among Daimler Retail Receivables LLC, Mercedes-

Benz Financial Services USA LLC and Deutsche Bank Securities Inc., Credit Agricole Securities(USA) Inc. and Mitsubishi UFJ Securities (USA), Inc, as representatives of the several underwritersnamed therein (included in Exhibit 1.1 to the Form 8 K of the Issuing Entity, as filed with the SECon July 8, 2014, which is incorporated herein by reference).

3.1 Articles of Organization of Daimler Retail Receivables LLC (included in Exhibit 3.1 to theRegistration Statement on Form S-3, No. 333-159281, as filed with the SEC on May 15, 2009,which is incorporated herein by reference).

3.2 Operating Agreement of Daimler Retail Receivables LLC (included in Exhibit 3.2 to theRegistration Statement on Form S-3, No. 333-159281, as filed with the SEC on May 15, 2009,which is incorporated herein by reference).

4.1 Amended and Restated Trust Agreement, dated as of July 1, 2014, between Daimler RetailReceivables LLC, as depositor, and Wilmington Trust, National Association, as owner trustee(included in Exhibit 4.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on July 8, 2014,which is incorporated herein by reference).

4.2 Indenture, dated as of July 1, 2014, between the Issuing Entity and U.S. Bank National Association,as indenture trustee (included in Exhibit 4.2 to the Form 8-K of the Issuing Entity, as filed with theSEC on July 8, 2014, which is incorporated herein by reference).

10.1 Sale and Servicing Agreement, dated as of July 1, 2014, among the Issuing Entity, Daimler RetailReceivables LLC, and Mercedes-Benz Financial Services USA LLC, as seller and as servicer(included in Exhibit 10.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on July 8,2014, which is incorporated herein by reference).

10.2 Administration Agreement, dated as of July 1, 2014, among the Issuing Entity, Daimler RetailReceivables LLC, Mercedes-Benz Financial Services USA LLC and U.S. Bank NationalAssociation, as indenture trustee (included in Exhibit 10.2 to the Form 8-K of the Issuing Entity, asfiled with the SEC on July 8, 2014, which is incorporated herein by reference).

10.3 Receivables Purchase Agreement, dated as of July 1, 2014, between Mercedes-Benz FinancialServices USA LLC and Daimler Retail Receivables LLC (included in Exhibit 10.3 to the Form 8 Kof the Issuing Entity, as filed with the SEC on July 8, 2014, which is incorporated herein byreference).

31.1 Certification of Mercedes-Benz Financial Services USA LLC, as Servicer, pursuant to Rule 13a-14(d)/15d-14(d)(Section 302 Certification).

33.1 Report on Assessment of Compliance with Servicing Criteria for Mercedes-Benz Financial ServicesUSA LLC, as Servicer.

33.2 Report on Assessment of Compliance with Servicing Criteria for U.S. Bank National Association, asIndenture Trustee.

34.1 Attestation Report of Grant Thornton LLP on Assessment of Compliance with Servicing Criteriarelating to Mercedes-Benz Financial Services USA LLC, as Servicer.

34.2 Attestation Report of Ernst & Young LLP on Assessment of Compliance with Servicing Criteriarelating to U.S. Bank National Association, as Indenture Trustee.

35.1 Servicer Compliance Statement of Mercedes-Benz Financial Services USA LLC, as Servicer.(c) Not applicable.



SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TOSECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIESPURSUANT TO SECTION 12 OF THE ACT.

No annual report to security holders, proxy statement, form of proxy or other proxy soliciting material has been sentto any security holders or is presently anticipated to be furnished to security holders subsequent to the filing of thisannual report on Form 10-K.



SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registranthas duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Mercedes-Benz Auto Receivables Trust 2014-1(Issuing Entity)

By: Mercedes-Benz Financial Services USA LLC(Servicer)

By: /s/ Brian T. StevensName: Brian T. StevensTitle: Vice President and Controller (senior officerin charge of the servicing function for the Servicer)

Dated: March 22, 2016



EXHIBIT INDEX

ExhibitNumber Description1.1 Underwriting Agreement, dated July 1, 2014, among Daimler Retail Receivables LLC, Mercedes-

Benz Financial Services USA LLC and Deutsche Bank Securities Inc., Credit Agricole Securities(USA) Inc. and Mitsubishi UFJ Securities (USA), Inc, as representatives of the several underwritersnamed therein (included in Exhibit 1.1 to the Form 8 K of the Issuing Entity, as filed with the SECon July 8, 2014, which is incorporated herein by reference).

3.1 Articles of Organization of Daimler Retail Receivables LLC (included in Exhibit 3.1 to theRegistration Statement on Form S-3, No. 333-159281, as filed with the SEC on May 15, 2009,which is incorporated herein by reference).

3.2 Operating Agreement of Daimler Retail Receivables LLC (included in Exhibit 3.2 to theRegistration Statement on Form S-3, No. 333-159281, as filed with the SEC on May 15, 2009,which is incorporated herein by reference).

4.1 Amended and Restated Trust Agreement, dated as of July 1, 2014, between Daimler RetailReceivables LLC, as Depositor, and Wilmington Trust, National Association, as owner trustee(included in Exhibit 4.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on July 8, 2014,which is incorporated herein by reference).

4.2 Indenture, dated as of July 1, 2014, between the Issuing Entity and U.S. Bank National Association,as indenture trustee (included in Exhibit 4.2 to the Form 8-K of the Issuing Entity, as filed with theSEC on July 8, 2014, which is incorporated herein by reference).

10.1 Sale and Servicing Agreement, dated as of July 1, 2014, among the Issuing Entity, Daimler RetailReceivables LLC, and Mercedes-Benz Financial Services USA LLC, as seller and as servicer(included in Exhibit 10.1 to the Form 8-K of the Issuing Entity, as filed with the SEC on July 8,2014, which is incorporated herein by reference).

10.2 Administration Agreement, dated as of July 1, 2014, among the Issuing Entity, Daimler RetailReceivables LLC, Mercedes-Benz Financial Services USA LLC and U.S. Bank NationalAssociation, as indenture trustee (included in Exhibit 10.2 to the Form 8-K of the Issuing Entity, asfiled with the SEC on July 8, 2014, which is incorporated herein by reference).

10.3 Receivables Purchase Agreement, dated as of July 1, 2014, between Mercedes-Benz FinancialServices USA LLC and Daimler Retail Receivables LLC (included in Exhibit 10.3 to the Form 8 Kof the Issuing Entity, as filed with the SEC on July 8, 2014, which is incorporated herein byreference).

31.1 Certification of Mercedes-Benz Financial Services USA LLC, as Servicer, pursuant to Rule 13a-14(d)/15d-14(d)(Section 302 Certification).

33.1 Report on Assessment of Compliance with Servicing Criteria for Mercedes-Benz Financial ServicesUSA LLC, as Servicer.

33.2 Report on Assessment of Compliance with Servicing Criteria for U.S. Bank National Association, asIndenture Trustee.

34.1 Attestation Report of Grant Thornton LLP on Assessment of Compliance with Servicing Criteriarelating to Mercedes-Benz Financial Services USA LLC, as Servicer.

34.2 Attestation Report of Ernst & Young LLP on Assessment of Compliance with Servicing Criteriarelating to U.S. Bank National Association, as Indenture Trustee.

35.1 Servicer Compliance Statement of Mercedes-Benz Financial Services USA LLC, as Servicer.



EXHIBIT 31.1

CERTIFICATIONS

I, Brian T. Stevens, certify that:

1. I have reviewed this report on Form 10-K and all reports on Form 10-D required to be filed in respect of theperiod covered by this report on Form 10-K of Mercedes-Benz Auto Receivables Trust 2014-1 (the"Exchange Act periodic reports");

2. Based on my knowledge, the Exchange Act periodic reports, taken as a whole, do not contain any untruestatement of a material fact or omit to state a material fact necessary to make the statements made, in lightof the circumstances under which such statements were made, not misleading with respect to the periodcovered by this report;

3. Based on my knowledge, all of the distribution, servicing and other information required to be providedunder Form 10-D for the period covered by this report is included in the Exchange Act periodic reports;

4. I am responsible for reviewing the activities performed by the servicer and based on my knowledge and thecompliance review conducted in preparing the servicer compliance statement required in this report underItem 1123 of Regulation AB, and except as disclosed in the Exchange Act periodic reports, the servicer hasfulfilled its obligations under the servicing agreement in all material respects; and

5. All of the reports on assessment of compliance with servicing criteria for asset-backed securities and theirrelated attestation reports on assessment of compliance with servicing criteria for asset-backed securitiesrequired to be included in this report in accordance with Item 1122 of Regulation AB and Exchange ActRules 13a-18 and 15d-18 have been included as an exhibit to this report, except as otherwise disclosed inthis report. Any material instances of noncompliance described in such reports have been disclosed in thisreport on Form 10-K.

In giving the certifications above, I have reasonably relied on information provided to me by the followingunaffiliated parties: U.S. Bank, National Association, as Indenture Trustee.

Date: March 22, 2016

/s/ Brian T. StevensName: Brian T. StevensTitle: Vice President and Controller(senior officer of Servicer in charge of servicing function)



Report on Assessment of Compliance with Applicable Servicing Criteria of Mercedes-Benz FinancialServices USA LLC

1. Mercedes-Benz Financial Services USA LLC is responsible for assessing compliance with the servicingcriteria applicable to it set forth in paragraph (d) of Item 1122 of Regulation AB as of December 31, 2015 andfor the period from January 1, 2015, through December 31, 2015 (the “Reporting Period”), as set forth inAppendix A hereto. The transactions covered by this report include publicly issued asset-backed securitiestransactions involving United States consumer automotive retail installment sale contracts for which Mercedes-Benz Financial Services USA LLC acts as servicer (the “Platform”).2. Mercedes-Benz Financial Services USA LLC has engaged certain vendors, which are not servicers asdefined by Item 1101(j) of Regulation AB (the “Vendors”), to perform specific, limited or scripted activities, andMercedes-Benz Financial Services USA LLC elects to take responsibility for assessing compliance with theservicing criteria or portion of the servicing criteria applicable to such Vendors’ activities as set forth inAppendix A hereto as permitted by Interpretation 17.06 of the SEC Division of Corporation Finance Manual ofPublicly Available Telephone Interpretations;3. Mercedes-Benz Financial Services USA LLC has determined that the criteria in the column titled“Inapplicable Servicing Criteria” on Appendix A hereto (collectively, the “Inapplicable Servicing Criteria”) arenot applicable to Mercedes-Benz Financial Services USA LLC based on the activities Mercedes-Benz FinancialServices USA LLC performs directly or through its Vendors with respect to the Platform. The criteria set forthin paragraph (d) of Item 1122 of Regulation AB other than the Inapplicable Servicing Criteria are referred to asthe “Applicable Servicing Criteria”;4. Mercedes-Benz Financial Services USA LLC has complied, in all material respects, with the ApplicableServicing Criteria as of December 31, 2015, and for the Reporting Period with respect to the Platform taken as awhole, except as described in Appendix B hereto;5. Mercedes-Benz Financial Services USA LLC has not identified and is not aware of any material instance ofnoncompliance by the Vendors with the Applicable Servicing Criteria as of December 31, 2015, and for theReporting Period with respect to the Platform taken as a whole;6. Mercedes-Benz Financial Services USA LLC has not identified any material deficiency in its policies andprocedures to monitor the compliance by the Vendors with the Applicable Servicing Criteria as of December 31,2015, and for the Reporting Period with respect to the Platform taken as a whole; and7. Grant Thornton LLP, an independent registered public accounting firm, has issued an attestation report onMercedes-Benz Financial Services USA LLC’s compliance with the Applicable Servicing Criteria as ofDecember 31, 2015, and for the Reporting Period.March 22, 2016Mercedes-Benz Financial Services USA LLCBy: /s/ Brian T. Stevens

Brian T. Stevens

Vice President and Controller

APPENDIX A

SERVICING CRITERIA APPLICABLESERVICING CRITERIA

INAPPLICABLESERVICINGCRITERIA



Reference CriteriaPerformedByServicer

Performed byVendor(s) forwhichMercedes-BenzFinancialServices USALLC is theResponsibleParty

NOT performedby Mercedes-Benz FinancialServices USALLC or bysubservicer(s) orvendor(s)retained byMercedes-BenzFinancialServices USALLC

General Servicing Considerations

1122(d)(1)(i)

Policies and procedures are instituted tomonitor any performance or other triggers andevents of default in accordance with thetransaction agreements.

X

1122(d)(1)(ii)

If any material servicing activities areoutsourced to third parties, policies andprocedures are instituted to monitor the thirdparty’s performance and compliance with suchservicing activities.

X

1122(d)(1)(iii)Any requirements in the transactionagreements to maintain a back-up servicer forthe pool assets are maintained.

X

1122(d)(1)(iv)

A fidelity bond and errors and omissions policyis in effect on the party participating in theservicing function throughout the reportingperiod in the amount of coverage required byand otherwise in accordance with the terms ofthe transaction agreements.

X

1122(d)(1)(v)Aggregation of information, as applicable, ismathematically accurate and the informationconveyed accurately reflects the information.

X

Cash Collection and Administration

1122(d)(2)(i)

Payments on pool assets are deposited into theappropriate custodial bank accounts and relatedbank clearing accounts no more than twobusiness days following receipt, or such othernumber of days specified in the transactionagreements.

X X

1122(d)(2)(ii)Disbursements made via wire transfer onbehalf of an obligor or to an investor are madeonly by authorized personnel.

X[1]



1122(d)(2)(iii)

Advances of funds or guarantees regardingcollections, cash flows or distributions, and anyinterest or other fees charged for suchadvances, are made, reviewed and approved asspecified in the transaction agreements

X[2]

1122(d)(2)(iv)

The related accounts for the transaction, suchas cash reserve accounts or accountsestablished as a form of overcollateralization,are separately maintained (e.g., with respect tocommingling of cash) as set forth in thetransaction agreements.

X

1122(d)(2)(v)

Each custodial account is maintained at afederally insured depository institution as setforth in the transaction agreements. Forpurposes of this criterion, “federally insureddepository institution” with respect to a foreignfinancial institution means a foreign financialinstitution that meets the requirements of Rule240.13k-1(b)(1) of the Securities ExchangeAct.

X

1122(d)(2)(vi) Unissued checks are safeguarded so as toprevent unauthorized access. X

1122(d)(2)(vii)

Reconciliations are prepared on a monthlybasis for all asset-backed securities relatedbank accounts, including custodial accountsand related bank clearing accounts. Thesereconciliations are (A) mathematicallyaccurate; (B) prepared within 30 calendar daysafter the bank statement cutoff date, or suchother number of days specified in thetransaction agreements; (C) reviewed andapproved by someone other than the personwho prepared the reconciliation; and (D)contain explanations for reconciling items.These reconciling items are resolved within 90calendar days of their original identification, orsuch other number of days specified in thetransaction agreements.

X

Investor Remittances and Reporting

1122(d)(3)(i)

Reports to investors, including those to be filedwith the Commission, are maintained inaccordance with the transaction agreementsand applicable Commission requirements.Specifically, such reports (A) are prepared inaccordance with timeframes and other terms setforth in the transaction agreements; (B) provideinformation calculated in accordance with the

X



terms specified in the transaction agreements;(C) are filed with the Commission as requiredby its rules and regulations; and (D) agree withinvestors’ or the trustee’s records as to the totalunpaid principal balance and number of poolassets serviced by the Servicer.

1122(d)(3)(ii)

Amounts due to investors are allocated andremitted in accordance with timeframes,distribution priority and other terms set forth inthe transaction agreements.

1122(d)(3)(iii)

Disbursements made to an investor are postedwithin two business days to the Servicer’sinvestor records, or such other number of daysspecified in the transaction agreements.

X[3]

1122(d)(3)(iv)Amounts remitted to investors per the investorreports agree with cancelled checks, or otherform of payment, or custodial bank statements.

X

Pool Asset Administration

1122(d)(4)(i)

Collateral or security on pool assets ismaintained as required by the transactionagreements or related mortgage loandocuments.

X X

1122(d)(4)(ii)Pool assets and related documents aresafeguarded as required by the transactionagreements.

X X

1122(d)(4)(iii)

Any additions, removals or substitutions to theasset pool are made, reviewed and approved inaccordance with any conditions orrequirements in the transaction agreements.

X[4]

1122(d)(4)(iv)

Payments on pool assets, including anypayoffs, made in accordance with the relatedpool asset documents are posted to theServicer’s obligor records maintained no morethan two business days after receipt, or suchother number of days specified in thetransaction agreements, and allocated toprincipal, interest or other items (e.g., escrow)in accordance with the related pool assetdocuments.

X

1122(d)(4)(v)

The Servicer’s records regarding the poolassets agree with the Servicer’s records withrespect to an obligor’s unpaid principalbalance.

X

1122(d)(4)(vi) Changes with respect to the terms or status ofan obligor's pool assets (e.g., loan X



modifications or re-agings) are made, reviewedand approved by authorized personnel inaccordance with the transaction agreementsand related pool asset documents.

1122(d)(4)(vii)

Loss mitigation or recovery actions (e.g.,forbearance plans, modifications and deeds inlieu of foreclosure, foreclosures andrepossessions, as applicable) are initiated,conducted and concluded in accordance withthe timeframes or other requirementsestablished by the transaction agreements.

X

1122(d)(4)(viii)

Records documenting collection efforts aremaintained during the period a pool asset isdelinquent in accordance with the transactionagreements. Such records are maintained on atleast a monthly basis, or such other periodspecified in the transaction agreements, anddescribe the entity’s activities in monitoringdelinquent pool assets including, for example,phone calls, letters and payment reschedulingplans in cases where delinquency is deemedtemporary (e.g., illness or unemployment).

X X

1122(d)(4)(ix)Adjustments to interest rates or rates of returnfor pool assets with variable rates are computedbased on the related pool asset documents.

X

1122(d)(4)(x)

Regarding any funds held in trust for an obligor(such as escrow accounts): (A) such funds areanalyzed, in accordance with the obligor’s poolasset documents, on at least an annual basis, orsuch other period specified in the transactionagreements; (B) interest on such funds is paid,or credited, to obligors in accordance withapplicable pool asset documents and state laws;and (C) such funds are returned to the obligorwithin 30 calendar days of full repayment ofthe related pool asset, or such other number ofdays specified in the transaction agreements.

X

1122(d)(4)(xi)

Payments made on behalf of an obligor (suchas tax or insurance payments) are made on orbefore the related penalty or expiration dates,as indicated on the appropriate bills or noticesfor such payments, provided that such supporthas been received by the Servicer at least 30calendar days prior to these dates, or such othernumber of days specified in the transactionagreements.

X



1122(d)(4)(xii)

Any late payment penalties in connection withany payment to be made on behalf of anobligor are paid from the Servicer’s funds andnot charged to the obligor, unless the latepayment was due to the obligor’s error oromission.

X

1122(d)(4)(xiii)

Disbursements made on behalf of an obligorare posted within two business days to theobligor’s records maintained by the Servicer, orsuch other number of days specified in thetransaction agreements.

X

1122(d)(4)(xiv)Delinquencies, charge-offs and uncollectibleaccounts are recognized and recorded inaccordance with the transaction agreements.

X

1122(d)(4)(xv)

Any external enhancement or other support,identified in Item 1114(a)(1) through (3) orItem 1115 of Regulation AB, is maintained asset forth in the transaction agreements.

X

[1] Not applicable to obligor disbursements.[2] No occurrences during the Reporting Period.[3] Mercedes-Benz Financial Services USA LLC’s responsibility in regard to criterion 1122 (d)(3)(iii) is limitedto amounts remitted to Indenture Trustee (as defined in the transaction agreements), rather than the investor, asset forth in the transaction agreements. The Indenture Trustee has provided a Report on Compliance withApplicable Servicing Criteria pursuant to Item 1122 of Regulation AB under the Securities and Exchange Act of1934.[4] No occurrences during the Reporting Period.

APPENDIX BMaterial Instance of Noncompliance

Management’s assessment of compliance with the Applicable Servicing Criteria set forth by the Securities andExchange Commission in paragraph (d) of Item 1122 of Regulation AB as of December 31, 2015 and for theReporting Period, disclosed the following material instance of noncompliance with servicingcriterion 1122(d)(4)(vii):In regard to one account, the Servicer, Mercedes-Benz Financial Services USA LLC (“MBFS”) did not send apost-repo notice within two days of repossession of the vehicle.

Management ResponseMBFS follows applicable law in the provision of post-repo notices. This particular account was misroutedinternally by MBFS. The responsible employee was coached and the relevant policy was clarified.



Exhibit 33.2Management's Assertion

Report on Assessment of Compliance with Applicable Servicing

U.S. Bank National Association ("U.S. Bank") is responsible for assessing compliance as of andfor the year ended December 31, 2015 with the servicing criteria set forth in Item 1122 (d) ofRegulation AB applicable to it as set forth on Exhibit A hereto. This report covers asset backedsecurities transactions within the U.S. Bank Corporate Trust Asset-Backed SecuritiesPlatform1(the "Platform")

U.S. Bank hereby provides the following report on its assessment of compliance with theservicing criteria set forth in Item 1122 of Regulation AB applicable to it and as described onExhibit A hereto:

1. U.S. Bank is responsible for assessing its compliance with the servicing criteriaapplicable to it as noted on the accompanying Exhibit A;

2. Except as set forth in paragraph 3 below, U.S. Bank used the criteria set forth inparagraph (d) of Item 1122 of Regulation AB to assess its compliance with the applicableservicing criteria;

3. The criteria listed in the column titled "Inapplicable Servicing Criteria" on Exhibit Ahereto are inapplicable to U.S. Bank based on the servicing activities it performs directlywith respect to the Platform;

4. U.S. Bank has complied, in all material respects, with the applicable servicing criteria asof and for the year ended December 31, 2015; and

5. Ernst & Young, LLP, a registered public accounting firm, has issued an attestation reporton U.S. Bank's assessment of compliance with the applicable servicing criteria as of andfor the year ended December 31, 2015.

U.S. BANK NATIONAL ASSOCIATION

/s/ Bryan R CalderName: Bryan R. CalderTitle: Executive Vice President

Date: February 26, 2016

1The U.S. Bank Corporate Trust Asset-Backed Securities Platform (the "Platform") consists of theactivities involved in the performance of servicing functions for which the Company provides trustee,securities administration, registrar and paying agent services for (i) publicly issued asset-backed andmortgage-backed transactions the securities of which were offered on or after January 1, 2006 and (ii)certain asset-backed transactions for which the Issuer has voluntarily elected to make Regulation ABcompliant filings under the Securities Exchange Act of 1934, as amended.



1

EXHIBIT A to Management's AssertionReference Servicing Criteria Applicable

ServicingCriteria

InapplicableServicingCriteria

General Servicing Considerations

1122(d)(1)(i) Policies and procedures are instituted to monitor any performance or other triggersand events of default in accordance with the transaction agreements.

X

1122(d)(1)(ii) If any material servicing activities are outsourced to third parties, policies andprocedures are instituted to monitor the third party's performance and compliancewith such servicing activities.

X2

1122(d)(1)(iii) Any requirements in the transaction agreements to maintain a back-up servicer forthe Pool Assets are maintained.

X

1122(d)(1)(iv) A fidelity bond and errors and omissions policy is in effect on the partyparticipating in the servicing function throughout the reporting period in the amountof coverage required by and otherwise in accordance with the terms of thetransaction agreements.

X

1122(d)(1)(v) Aggregation of information, as applicable, is mathematically accurate and theinformation conveyed accurately reflects the information.

X3

Cash Collection and Administration

1122(d)(2)(i) Payments on pool assets are deposited into the appropriate custodial bank accountsand related bank clearing accounts no more than two business days followingreceipt, or such other number of days specified in the transaction agreements.

X

1122(d)(2)(ii) Disbursements made via wire transfer on behalf of an obligor or to an investor aremade only by authorized personnel.

X

1122(d)(2)(iii) Advances of funds or guarantees regarding collections, cash flows or distributions,and any interest or other fees charged for such advances, are made, reviewed andapproved as specified in the transaction agreements.

X4

1122(d)(2)(iv) The related accounts for the transaction, such as cash reserve accounts or accountsestablished as a form of over collateralization, are separately maintained (e.g., withrespect to commingling of cash) as set forth in the transaction agreements.

X

1122(d)(2)(v) Each custodial account is maintained at a federally insured depository institution asset forth in the transaction agreements. For purposes of this criterion, "federallyinsured depository institution" with respect to a foreign financial institution means aforeign financial institution that meets the requirements of Rule 13k-1(b)(1) of theSecurities Exchange Act.

X

1122(d)(2)(vi) Unissued checks are safeguarded so as to prevent unauthorized access. X

2No servicing activities were performed by the Company that required the servicing criteria to be complied with.3.No servicing activities were performed by the Company that required the servicing criteria to be complied with.4 No servicing activities were performed by the Company that required the servicing criteria to be complied with.



2

Reference Servicing Criteria ApplicableServicingCriteria


1122(d)(2)(vii) Reconciliations are prepared on a monthly basis for all asset-backed securitiesrelated bank accounts, including custodial accounts and related bank clearingaccounts. These reconciliations are (A) mathematically accurate; (B) preparedwithin 30 calendar days after the bank statement cutoff date, or such other numberof days specified in the transaction agreements; (C) reviewed and approved bysomeone other than the person who prepared the reconciliation; and (D) containexplanations for reconciling items. These reconciling items are resolved within 90calendar days of their original identification, or such other number of days specifiedin the transaction agreements.

X

Investor Remittances and Reporting

1122(d)(3)(i) Reports to investors, including those to be filed with the Commission, aremaintained in accordance with the transaction agreements and applicableCommission requirements. Specifically, such reports (A) are prepared in accordancewith timeframes and other terms set forth in the transaction agreements; (B) provideinformation calculated in accordance with the terms specified in the transactionagreements; (C) are filed with the Commission as required by its rules andregulations; and (D) agree with investors' or the trustee's records as to the totalunpaid principal balance and number of Pool Assets serviced by the Servicer.

X

1122(d)(3)(ii) Amounts due to investors are allocated and remitted in accordance with timeframes,distribution priority and other terms set forth in the transaction agreements.

X

1122(d)(3)(iii) Disbursements made to an investor are posted within two business days to theServicer's investor records, or such other number of days specified in thetransaction agreements.

X

1122(d)(3)(iv) Amounts remitted to investors per the investor reports agree with cancelled checks,or other form of payment, or custodial bank statements.

X

Pool Asset Administration

1122(d)(4)(i) Collateral or security on pool assets is maintained as required by the transactionagreements or related pool asset documents.

X

1122(d)(4)(ii) Pool assets and related documents are safeguarded as required by the transactionagreements.

X

1122(d)(4)(iii) Any additions, removals or substitutions to the asset pool are made, reviewed andapproved in accordance with any conditions or requirements in the transactionagreements.

X

1122(d)(4)(iv) Payments on pool assets, including any payoffs, made in accordance with therelated pool asset documents are posted to the Servicer's obligor records maintainedno more than two business days after receipt, or such other number of daysspecified in the transaction agreements, and allocated to principal, interest or otheritems (e.g., escrow) in accordance with the related pool asset documents.

X



3

Reference Servicing Criteria ApplicableServicingCriteria


1122(d)(4)(v) The Servicer's records regarding the pool assets agree with the Servicer's recordswith respect to an obligor's unpaid principal balance.

X

1122(d)(4)(vi) Changes with respect to the terms or status of an obligor's pool assets (e.g., loanmodifications or re-agings) are made, reviewed and approved by authorizedpersonnel in accordance with the transaction agreements and related pool assetdocuments.

X

1122(d)(4)(vii) Loss mitigation or recovery actions (e.g., forbearance plans, modifications anddeeds in lieu of foreclosure, foreclosures and repossessions, as applicable) areinitiated, conducted and concluded in accordance with the timeframes or otherrequirements established by the transaction agreements.

X

1122(d)(4)(viii) Records documenting collection efforts are maintained during the period a poolasset is delinquent in accordance with the transaction agreements. Such records aremaintained on at least a monthly basis, or such other period specified in thetransaction agreements, and describe the entity's activities in monitoring delinquentpool assets including, for example, phone calls, letters and payment reschedulingplans in cases where delinquency is deemed temporary (e.g., illness orunemployment).

X

1122(d)(4)(ix) Adjustments to interest rates or rates of return for pool assets with variable rates arecomputed based on the related pool asset documents.

X

1122(d)(4)(x) Regarding any funds held in trust for an obligor (such as escrow accounts): (A) suchfunds are analyzed, in accordance with the obligor's pool asset documents, on atleast an annual basis, or such other period specified in the transaction agreements;(B) interest on such funds is paid, or credited, to obligors in accordance withapplicable pool asset documents and state laws; and (C) such funds are returned tothe obligor within 30 calendar days of full repayment of the related pool assets, orsuch other number of days specified in the transaction agreements.

X

1122(d)(4)(xi) Payments made on behalf of an obligor (such as tax or insurance payments) aremade on or before the related penalty or expiration dates, as indicated on theappropriate bills or notices for such payments, provided that such support has beenreceived by the servicer at least 30 calendar days prior to these dates, or such othernumber of days specified in the transaction agreements.

X

1122(d)(4)(xii) Any late payment penalties in connection with any payment to be made on behalf ofan obligor are paid from the Servicer's funds and not charged to the obligor, unlessthe late payment was due to the obligor's error or omission.

X

1122(d)(4)(xiii) Disbursements made on behalf of an obligor are posted within two business days tothe obligor's records maintained by the servicer, or such other number of daysspecified in the transaction agreements.

X

1122(d)(4)(xiv) Delinquencies, charge-offs and uncollectible accounts are recognized and recordedin accordance with the transaction agreements.

X

1122(d)(4)(xv) Any external enhancement or other support, identified in Item 1114(a)(1) through(3) or Item 1115 of Regulation AB, is maintained as set forth in the transactionagreements.

X



Grant ThorntonAn instinct for growth Exhibit 34.1

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of DirectorsMercedes-Benz Financial Services USA LLC

We have examined Mercedes-Benz Financial Services USA LLC's ("MBFS USA LLC" or the "Company")compliance with the servicing criteria set forth in Item 1122(d) of the U.S. Securities and ExchangeCommission's Regulation AB for United States Consumer Automotive Retail Installment Sale Contracts(the "Platform") described in the accompanying Report on Assessment of Compliance with ApplicableServicing Criteria of Mercedes-Benz Financial Services USA LLC ("Management's Report") as of and forthe year ended December 31, 2015, excluding criteria 1122(d)(1)(iii), 1122(d)(1)(iv), 1122(d)(2)(v),1122(d)(2)(vi), 1122(d)(4)(ix), 1122(d)(4)(x), 1122(d)(4)(xi), 1122(d)(4)(xii), 1122(d)(4)(xiii), and1122(d)(4)(xv), which management has determined are not applicable to the activities performed by theCompany with respect to the Platform. The Platform consists of the asset-backed transactions andsecurities defined by management in Appendix A of Management's Report. Management is responsible forthe Company's compliance with the applicable servicing criteria. Our responsibility is to express opinionon the Company's compliance with the applicable servicing criteria for the Platform based on ourexamination.

Our examination was conducted in accordance with the standards of the Public Company AccountingOversight Board (United States) and, accordingly, included examining, on a test basis, evidence about theCompany's compliance with the applicable servicing criteria for the Platform and performing such otherprocedures as we considered necessary in the circumstances. Our examination included testing selectedasset-backed transactions and securities constituting the Platform and evaluating whether the Companyperformed servicing activities related to those transactions and securities in compliance with the applicableservicing criteria for the period covered by this report. Accordingly, our testing may not have includedservicing activities related to each asset-backed transaction or security constituting the Platform. Further,our examination was not designed to detect material noncompliance that may have occurred prior to theperiod covered by this report and that may have affected the Company's servicing activities during theperiod covered by this report. We believe that our examination provides a reasonable basis for ouropinion. Our examination does not provide a legal determination on the Company's compliance with theapplicable servicing criteria.

As described in Management's Report, the Company engaged various vendors to perform servicingactivities with respect to criteria 1122(d)(2)(i), 1122(d)(4)(i), 1122(d)(4)(ii) and 1122(d)(4)(viii). TheCompany determined that each vendor is not considered a "servicer," as that term is defined in Item1101(j) of Regulation AB, and therefore, the Company is assuming responsibility for compliance with suchservicing criteria applicable to each vendor's servicing activities. In accordance with Regulation AB and its



related interpretations, the requirement for management to assess compliance with the servicing criteriaapplicable to a vendor's activities is satisfied if the Company has instituted policies and procedures tomonitor whether such vendor's activities comply in all material respects with such criteria. Compliancewith the applicable servicing criteria is achieved if those policies and procedures are designed to providereasonable assurance that such vendor's activities comply with such criteria and those policies andprocedures are operating effectively for the period covered by Management's Report. Our examinationdoes not provide a legal determination of whether a vendor is or is not considered a servicer, andtherefore, on whether the Company, in its Management Report, is eligible to elect to take responsibility forassessing compliance with the servicing criteria applicable to each vendor's servicing activities.

Our examination disclosed the following material noncompliance with 1122(d)(4)(vii) applicable to theCompany as of and for the year ended December 31, 2015 for the Platform.

1. With respect to servicing criterion 1122(d)(4)(vii), MBFS USA LLC failed to send a post-repo noticewithin two days or repossession of a vehicle for one account.

In our opinion, except for the material noncompliance described in the preceding paragraph, Mercedes-Benz Financial Services USA LLC complied, in all material respects, with the aforementioned applicableservicing criteria as of and for the year ended December 31, 2015 for the United States ConsumerAutomotive Retail Installment Sales Contracts.

The information included in the Management Response section of Appendix B of Management's Report ispresented by the Company to provide additional information and is not a part of the Company's servicingcriteria. The information in the Management Response section of Appendix B has not been subject to theprocedures applied in the examination of compliance with applicable servicing criteria, and accordingly, weexpress no opinion on it.

/s/ Grant Thornton LLP

Southfield, Michigan

March 22, 2016



1

Exhibit 34.2

Report of Independent Registered Public Accounting Firm

The Board of DirectorsU.S. Bank National Association

We have examined management's assertion, included in the accompanying Report on Assessment ofCompliance with Applicable Servicing Criteria, that U.S. Bank National Association (the "Company")complied with the servicing criteria set forth in Item 1122 (d) of the Securities and ExchangeCommission's Regulation AB for the U.S. Bank Corporate Trust Asset-Backed Securities Platform (the"Platform"), for which the Company provides trustee, registrar, paying agent and securities administrationservices, as of and for the year ended December 31, 2015, except for servicing criteria 1122 (d)(1)(iii),1122 (d)(4)(i)-(ii), and 1122 (d)(4)(iv)-(xiv), which the Company has determined are not applicable to theactivities performed by them with respect to the servicing platform covered by this report. Management isresponsible for the Company's compliance with those servicing criteria. Our responsibility is to expressan opinion on management's assertion about the Company's compliance with the servicing criteria basedon our examination.

Our examination was conducted in accordance with attestation standards established by the AmericanInstitute of Certified Public Accountants, as adopted by the Public Company Accounting Oversight Board(United States) and, accordingly, included examining, on a test basis, evidence about the Company'scompliance with the applicable servicing criteria and performing such other procedures as we considerednecessary in the circumstances. Our examination included testing of less than all of the individual asset-backed transactions and securities that comprise the Platform, testing of less than all of the servicingactivities related to the Platform, and determining whether the Company processed those selectedtransactions and performed those selected activities in compliance with the servicing criteria.Furthermore, our procedures were limited to the selected transactions and servicing activities performedby the Company during the period covered by this report. Our procedures were not designed to determinewhether errors may have occurred either prior to or subsequent to our tests that may have affected thebalances or amounts calculated or reported by the Company during the period covered by this report forthe selected transactions or any other transactions. Although the Company is responsible for assessingcompliance with Items 1122 (d)(1)(ii), 1122 (d)(1)(v), and 1122 (d)(2)(iii) of Regulation AB, there wereno servicing activities performed by the Company as of and for the year ended December 31, 2015, thatrequired these servicing criteria to be complied with. We believe that our examination provides areasonable basis for our opinion. Our examination does not provide a legal determination on theCompany's compliance with the servicing criteria.

In our opinion, management's assertion that the Company complied with the aforementioned servicingcriteria as of and for the year ended December 31, 2015, for the U.S. Bank Corporate Trust Asset-BackedSecurities Platform is fairly stated, in all material respects.



2

/s/ Ernst & Young LLP

Minneapolis, MNFebruary 26, 2016



EXHIBIT 35.1

SERVICER COMPLIANCE STATEMENT

Re: Mercedes-Benz Financial Services USA LLC in its capacity as Servicer (the "Servicer") under the Sale andServicing Agreement, dated as of July 1, 2014, among Mercedes-Benz Auto Receivables Trust 2014-1, as Issuer,Daimler Retail Receivables LLC, as Depositor, and Mercedes-Benz Financial Services USA LLC, as Seller andServicer (the "Servicing Agreement"), for the period from January 1, 2015, to December 31, 2015 (the "ReportingPeriod").

I, Brian T. Stevens, certify that:

(a) A review of the Servicer's activities during the Reporting Period and of its performance under theServicing Agreement has been made under my supervision.

(b) To the best of my knowledge, based on such review, the Servicer has fulfilled all of its obligations underthe Servicing Agreement in all material respects throughout the Reporting Period.

Dated: March 22, 2016

/s/ Brian T. StevensName: Brian T. StevensTitle: Vice President and Controller



securities and exchange commissionpdf.secdatabase.com/2757/0001019965-16-000366.pdfunited states...

Documents