Common use of Servicer Representations and Warranties Clause in Contracts

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 2023-2 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 2023-2 Lease; (ii) each 2023-2 Vehicle has a model year of 2020 or later; (iii) each 2023-2 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 2023-2 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 2023-2 Lease was originated on or after February 1, 2021; (v) each 2023-2 Lease has a Maturity Date on or after the January 2024 Payment Date and no later than the August 2026 Payment Date; (vi) each 2023-2 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 2023-2 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 2023-2 Lease is a U.S. dollar-denominated obligation; (ix) each 2023-2 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 2023-2 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 2023-2 Lease has been asserted or threatened in writing; (xi) for each 2023-2 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 2023-2 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 2023-2 Vehicle; (xiii) each 2023-2 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 2023-2 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 2023-2 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 2023-2 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 2023-2 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 2023-2 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 2023-2 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 2023-2 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 2023-2 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 2023-2 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 2023-2

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2023-2), Servicing Supplement (BMW Vehicle Lease Trust 2023-2)

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Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 2023-2 1 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 2023-2 1 Lease; (ii) each 2023-2 1 Vehicle has a model year of 2020 2019 or later; (iii) each 2023-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 2023-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 2023-2 1 Lease was originated on or after February June 1, 20212020; (v) each 2023-2 1 Lease has a Maturity Date on or after the January 2024 May 2023 Payment Date and no later than the August 2026 December 2025 Payment Date; (vi) each 2023-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 2023-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 2023-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 2023-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 2023-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 2023-2 1 Lease has been asserted or threatened in writing; (xi) for each 2023-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 2023-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 2023-2 1 Vehicle; (xiii) each 2023-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 2023-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 2023-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 2023-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 2023-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 2023-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 2023-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 2023-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 2023-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 2023-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 2023-21

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2023-1), Servicing Supplement (BMW Vehicle Lease Trust 2023-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232022-2 1 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232022-2 1 Lease; (ii) each 20232022-2 1 Vehicle has a model year of 2020 2018 or later; (iii) each 20232022-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232022-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232022-2 1 Lease was originated on or after February May 1, 20212019; (v) each 20232022-2 1 Lease has a Maturity Date on or after the January 2024 April 2022 Payment Date and no later than the August 2026 November 2024 Payment Date; (vi) each 20232022-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232022-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232022-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232022-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232022-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232022-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232022-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232022-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232022-2 1 Vehicle; (xiii) each 20232022-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232022-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232022-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232022-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232022-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232022-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232022-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232022-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232022-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232022-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232022-21

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2022-1), Servicing Supplement (BMW Vehicle Lease Trust 2022-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232017-2 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232017-2 Lease; (ii) each 20232017-2 Vehicle has a model year of 2020 2015 or later; (iii) each 20232017-2 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232017-2 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232017-2 Lease was originated on or after February 13, 20212015; (v) each 20232017-2 Lease has a Maturity Date on or after the January 2024 2018 Payment Date and no later than the August 2026 2020 Payment Date; (vi) each 20232017-2 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232017-2 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232017-2 Lease is a U.S. dollar-denominated obligation; (ix) each 20232017-2 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232017-2 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232017-2 Lease has been asserted or threatened in writing; (xi) for each 20232017-2 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232017-2 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232017-2 Vehicle; (xiii) each 20232017-2 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232017-2 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232017-2 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232017-2 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232017-2 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232017-2 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232017-2 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232017-2 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232017-2 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232017-2 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232017-22 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2017-2 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2017-2 SUBI or any Other SUBI.

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2017-2), Servicing Supplement (BMW Vehicle Lease Trust 2017-2)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232024-2 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232024-2 Lease; (ii) each 20232024-2 Vehicle has a model year of 2020 2021 or later; (iii) each 20232024-2 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232024-2 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232024-2 Lease was originated on or after February 1, 20212022; (v) each 20232024-2 Lease has a Maturity Date on or after the January 2024 2025 Payment Date and no later than the August 2026 2027 Payment Date; (vi) each 20232024-2 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232024-2 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232024-2 Lease is a U.S. dollar-denominated obligation; (ix) each 20232024-2 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232024-2 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232024-2 Lease has been asserted or threatened in writing; (xi) for each 20232024-2 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232024-2 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232024-2 Vehicle; (xiii) each 20232024-2 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232024-2 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232024-2 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232024-2 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232024-2 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232024-2 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232024-2 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232024-2 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232024-2 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232024-2 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232024-22 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2024-2 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2024-2 SUBI or any Other SUBI.

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2024-2), Servicing Supplement (BMW Vehicle Lease Trust 2024-2)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232016-2 Vehicle was a new BMW passenger car, BMW light truck, BMW motorcycle, MINI passenger car or BMW light truck Rolls-Royce passenger car at the time of origination of the related 20232016-2 Lease; (ii) each 20232016-2 Vehicle has a model year of 2020 2013 or later; (iii) each 20232016-2 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232016-2 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232016-2 Lease was originated on or after February April 1, 20212014; (v) each 20232016-2 Lease has a Maturity Date on or after the January 2024 March 2017 Payment Date and no later than the August 2026 2019 Payment Date; (vi) each 20232016-2 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232016-2 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232016-2 Lease is a U.S. dollar-denominated obligation; (ix) each 20232016-2 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232016-2 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232016-2 Lease has been asserted or threatened in writing; (xi) for each 20232016-2 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232016-2 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232016-2 Vehicle; (xiii) each 20232016-2 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232016-2 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232016-2 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232016-2 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232016-2 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232016-2 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232016-2 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232016-2 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232016-2 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232016-2 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232016-2

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2016-2), Servicing Supplement (BMW Vehicle Lease Trust 2016-2)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232017-2 1 Vehicle was a new BMW passenger car, BMW light truck, BMW motorcycle, MINI passenger car or BMW light truck Rolls-Royce passenger car at the time of origination of the related 20232017-2 1 Lease; (ii) each 20232017-2 1 Vehicle has a model year of 2020 2014 or later; (iii) each 20232017-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232017-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232017-2 1 Lease was originated on or after February August 1, 20212014; (v) each 20232017-2 1 Lease has a Maturity Date on or after the January 2024 July 2017 Payment Date and no later than the August 2026 January 2020 Payment Date; (vi) each 20232017-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232017-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232017-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232017-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232017-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232017-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232017-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232017-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232017-2 1 Vehicle; (xiii) each 20232017-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232017-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232017-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232017-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232017-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232017-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232017-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232017-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232017-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232017-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232017-21 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2017-1 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2017-1 SUBI or any Other SUBI.

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2017-1), Servicing Supplement (BMW Vehicle Lease Trust 2017-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232021-2 1 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232021-2 1 Lease; (ii) each 20232021-2 1 Vehicle has a model year of 2020 2018 or later; (iii) each 20232021-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232021-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232021-2 1 Lease was originated on or after February July 1, 20212018; (v) each 20232021-2 1 Lease has a Maturity Date on or after the January 2024 June 2021 Payment Date and no later than the August 2026 January 2024 Payment Date; (vi) each 20232021-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232021-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232021-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232021-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232021-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232021-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232021-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232021-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232021-2 1 Vehicle; (xiii) each 20232021-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232021-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232021-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232021-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232021-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232021-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232021-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232021-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232021-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232021-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232021-21 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2021-1 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2021-1 SUBI or any Other SUBI.

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2021-1), Servicing Supplement (BMW Vehicle Lease Trust 2021-1)

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Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232019-2 1 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232019-2 1 Lease; (ii) each 20232019-2 1 Vehicle has a model year of 2020 2016 or later; (iii) each 20232019-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232019-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232019-2 1 Lease was originated on or after February July 1, 20212016; (v) each 20232019-2 1 Lease has a Maturity Date on or after the January 2024 June 2019 Payment Date and no later than the August 2026 January 2022 Payment Date; (vi) each 20232019-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232019-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232019-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232019-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232019-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232019-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232019-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232019-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232019-2 1 Vehicle; (xiii) each 20232019-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232019-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232019-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232019-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232019-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232019-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232019-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232019-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232019-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232019-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232019-21 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2019-1 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2019-1 SUBI or any Other SUBI.

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2019-1), Servicing Supplement (BMW Vehicle Lease Trust 2019-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232018-2 1 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232018-2 1 Lease; (ii) each 20232018-2 1 Vehicle has a model year of 2020 2016 or later; (iii) each 20232018-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232018-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232018-2 1 Lease was originated on or after February 1, 20212016; (v) each 20232018-2 1 Lease has a Maturity Date on or after the January 2024 2019 Payment Date and no later than the August 2026 2021 Payment Date; (vi) each 20232018-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232018-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232018-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232018-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232018-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232018-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232018-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232018-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232018-2 1 Vehicle; (xiii) each 20232018-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232018-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232018-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232018-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232018-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232018-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232018-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232018-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232018-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232018-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232018-21 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2018-1 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2018-1 SUBI or any Other SUBI.

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2018-1), Servicing Supplement (BMW Vehicle Lease Trust 2018-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232016-2 1 Vehicle was a new BMW passenger car, BMW light truck, BMW motorcycle, MINI passenger car or BMW light truck Rolls-Royce passenger car at the time of origination of the related 20232016-2 1 Lease; (ii) each 20232016-2 1 Vehicle has a model year of 2020 2013 or later; (iii) each 20232016-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232016-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232016-2 1 Lease was originated on or after February July 1, 20212013; (v) each 20232016-2 1 Lease has a Maturity Date on or after the January 2024 June 2016 Payment Date and no later than the August 2026 January 2019 Payment Date; (vi) each 20232016-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232016-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232016-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232016-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232016-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232016-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232016-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232016-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232016-2 1 Vehicle; (xiii) each 20232016-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232016-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232016-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232016-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232016-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232016-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232016-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232016-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232016-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232016-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232016-21

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2016-1), Servicing Supplement (BMW Vehicle Lease Trust 2016-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232024-2 1 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232024-2 1 Lease; (ii) each 20232024-2 1 Vehicle has a model year of 2020 or later; (iii) each 20232024-2 1 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232024-2 1 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232024-2 1 Lease was originated on or after February June 1, 2021; (v) each 20232024-2 1 Lease has a Maturity Date on or after the January May 2024 Payment Date and no later than the August December 2026 Payment Date; (vi) each 20232024-2 1 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232024-2 1 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232024-2 1 Lease is a U.S. dollar-denominated obligation; (ix) each 20232024-2 1 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232024-2 1 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232024-2 1 Lease has been asserted or threatened in writing; (xi) for each 20232024-2 1 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232024-2 1 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232024-2 1 Vehicle; (xiii) each 20232024-2 1 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232024-2 1 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232024-2 1 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232024-2 1 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232024-2 1 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232024-2 1 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232024-2 1 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232024-2 1 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232024-2 1 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232024-2 1 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232024-21

Appears in 2 contracts

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2024-1), Servicing Supplement (BMW Vehicle Lease Trust 2024-1)

Servicer Representations and Warranties. (a) Effective as of the date hereof, the Servicer hereby represents and warrants that, as of the Closing Date (unless another date is otherwise specified below): (i) each 20232021-2 Vehicle was a new BMW passenger car or BMW light truck at the time of origination of the related 20232021-2 Lease; (ii) each 20232021-2 Vehicle has a model year of 2020 2018 or later; (iii) each 20232021-2 Lease provides for level payments that fully amortize the adjusted capitalized cost of the 20232021-2 Lease at the related Lease Rate to the related Contract Residual Value over the lease term and, in the event of a lessee-initiated early termination, provides for payment of the related Early Termination Cost; (iv) each 20232021-2 Lease was originated on or after February January 1, 20212019; (v) each 20232021-2 Lease has a Maturity Date on or after the January 2024 December 2021 Payment Date and no later than the August 2026 July 2024 Payment Date; (vi) each 20232021-2 Lease is not more than 29 days past due as of the Cutoff Date; (vii) each 20232021-2 Lease was originated by BMW FS in the United States, for a Lessee with a U.S. address, in the ordinary course of BMW FS’ business and in compliance with BMW FS’ customary credit policies and practices; (viii) each 20232021-2 Lease is a U.S. dollar-denominated obligation; (ix) each 20232021-2 Lease was created in compliance in all material respects with all applicable federal and state laws, including consumer credit, truth in lending, equal credit opportunity and applicable disclosure laws; (x) each 20232021-2 Lease (a) is a legal, valid and binding payment obligation of the related Lessee, enforceable against such Lessee in accordance with its terms, as amended, (b) has not been satisfied, subordinated, rescinded, canceled or terminated and (c) no right of rescission, setoff, counterclaim or defense with respect to such 20232021-2 Lease has been asserted or threatened in writing; (xi) for each 20232021-2 Lease that was executed electronically, an electronic executed copy of the documentation associated therewith is located at one of BMW FS’ offices; (xii) each 20232021-2 Lease requires the related Lessee to obtain physical damage and liability insurance that names BMW FS or the lessor as loss payee covering the related 20232021-2 Vehicle; (xiii) each 20232021-2 Lease has been validly assigned to the Vehicle Trust by the related Center and is owned by the Vehicle Trust, free of all liens, encumbrances or rights of others other than liens relating to administration of title and tax issues; (xiv) as of the Cutoff Date, the Lessee of each 20232021-2 Lease has a garaging state address in a Trust State and such Lessee is not BMW FS, the Depositor or any of their respective affiliates; (xv) the certificate of title related to each 20232021-2 Vehicle is registered in the name of the Vehicle Trust or the Vehicle Trustee (or a properly completed application for such certificate of title has been submitted to the appropriate titling authority); (xvi) each 20232021-2 Lease is a closed-end lease that requires all Monthly Payments to be made within 36 months of the date of origination of such lease; (xvii) each 20232021-2 Lease is fully assignable and does not require the consent of the Lessee as a condition to any transfer, sale or assignment of the rights of the related originator; (xviii) each 20232021-2 Lease has not been deferred or otherwise modified except in accordance with BMW FS’ normal credit and collection policies and practices; (xix) each 20232021-2 Lease is not an asset of an Other SUBI; (xx) the servicing systems of BMW FS do not indicate that the Lessee of any 20232021-2 Lease is currently the subject of a bankruptcy proceeding; and (xxi) each 20232021-2 Lease constitutes tangible “chattel paper” or “electronic chattel paper” for purposes of the UCC and, if such 20232021-2 Lease constitutes “electronic chattel paper,” the Vehicle Trust has “control” (as such term is used in Section 9-105 of the UCC) over the “authoritative copy” (as such term is used in Section 9-105 of the UCC) of such 20232021-22 Lease. (b) Effective as of the date hereof, the Servicer further hereby represents and warrants that: (i) The Servicer has been duly formed and is validly existing as a limited liability company in good standing under the laws of the State of Delaware, with full power and authority to own, lease and operate its properties and assets and conduct its business, is duly qualified to transact business and is in good standing in each jurisdiction in which its ownership, leasing or operation of its properties or assets or the conduct of its business requires such qualification, and has full power and authority to execute and perform its obligations under the Agreement, the Basic Documents and the Notes. (ii) The execution and delivery of this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly authorized by all necessary corporate action of the Servicer, and this Servicing Supplement and any other Basic Document to which the Servicer is a party has been duly executed and delivered by the Servicer and when duly executed and delivered by the other parties hereto this Servicing Supplement will be the valid and binding agreement of the Servicer, enforceable against the Servicer in accordance with its terms except as the enforceability thereof may be limited by bankruptcy, insolvency, reorganization or similar laws now or hereafter in effect relating to or affecting creditors’ rights generally and to general principles of equity (whether applied in a proceeding at law or in equity). (iii) The Servicer is not (and its entry and performance of its obligations under the Basic Documents will not cause it to be) in violation of any term or provision of its charter documents or by-laws, or in breach of or in default under any statute or any judgment, decree, order, rule or regulation of any court or other governmental authority or any arbitrator applicable to the Servicer or any agreement to which it is a party or by which its properties are bound, the consequence of which violation, breach or default would have (A) a materially adverse effect on or constitute a materially adverse change in, or constitute a development involving a prospective materially adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or (B) a material and adverse effect on its ability to perform its obligations under the Agreement. (iv) Each of the Servicer and the Vehicle Trust possesses all consents, licenses, certificates, authorizations and permits issued by the appropriate federal, state or foreign regulatory authorities necessary to conduct its businesses, and the Servicer has not received any notice of proceedings relating to the revocation or modification of any such consent, license, certificate, authorization or permit which, singly or in the aggregate, if the subject of an unfavorable decision, ruling or finding, would have a material adverse effect on or constitute a material adverse change in, or constitute a development involving a prospective material adverse effect on or change in, the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Vehicle Trust, respectively, except as described in or contemplated by the Prospectus. (v) No legal or governmental proceedings are pending or threatened to which the Servicer is a party or to which the property of the Servicer is subject except for such proceedings that would not, if the subject of any unfavorable decision, ruling or finding, singly or in the aggregate, have a material adverse effect on the condition (financial or otherwise), earnings, properties, business affairs or business prospects, net worth or results of operations of the Servicer or the Servicer’s ability to perform its obligations under the Agreement. (vi) In selecting the 2021-2 Leases, no selection procedure, aside from those specified herein, was used that was believed to be adverse to the holders of interests in the Vehicle Trust, the 2021-2 SUBI or any Other SUBI.

Appears in 1 contract

Samples: Servicing Supplement (BMW Vehicle Lease Trust 2021-2)

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