BMW AUTO LEASING LLC as Transferor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner TrusteeTrust Agreement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • Delaware
This Amended and Restated Trust Agreement, dated as of January 24, 2013, is between BMW Auto Leasing LLC, a Delaware limited liability company, as transferor (the “Transferor”), and Wilmington Trust, National Association, a national banking association, as trustee (the “Owner Trustee”).
BMW VEHICLE LEASE TRUST 2013-1 Asset Backed Notes BMW AUTO LEASING LLC (DEPOSITOR) UNDERWRITING AGREEMENTUnderwriting Agreement • January 18th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
BMW VEHICLE LEASE TRUST 2013-1, as Issuer, BMW FINANCIAL SERVICES NA, LLC, as Administrator, BMW AUTO LEASING LLC, as Transferor, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee ISSUER ADMINISTRATION AGREEMENT Dated as of January 24, 2013Issuer Administration Agreement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
This Issuer Administration Agreement, dated as of January 24, 2013 (the “Agreement”), is among BMW Vehicle Lease Trust 2013-1, a Delaware statutory trust, as issuer (the “Issuer”), BMW Financial Services NA, LLC, a Delaware limited liability company (“BMW FS”), as administrator (in such capacity, the “Administrator”), BMW Auto Leasing LLC, a Delaware limited liability company, as transferor (the “Transferor”), and U.S. Bank National Association, a national banking association, as indenture trustee (the “Indenture Trustee”).
FINANCIAL SERVICES VEHICLE TRUST, as Vehicle Trust, and BMW MANUFACTURING L.P., as UTI Beneficiary, and BMW FINANCIAL SERVICES NA, LLC, as Servicer and SponsorServicing Supplement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
This 2013-1 Servicing Supplement, dated as of January 24, 2013, is among Financial Services Vehicle Trust, a Delaware statutory trust (the “Trust”), BMW Manufacturing L.P., an Indiana limited partnership, as grantor and initial beneficiary of the Trust (in such capacities, the “Grantor” and the “UTI Beneficiary,” respectively) and BMW Financial Services NA, LLC, a Delaware limited liability company (“BMW FS”), as servicer (in such capacity, the “Servicer”) and as sponsor (in such capacity, the “Sponsor”).
BMW MANUFACTURING L.P., as Grantor and UTI Beneficiary, and BNY MELLON TRUST OF DELAWARE, formerly known as The Bank of New York (Delaware), as Vehicle TrusteeVehicle Trust Supplement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities
This 2013-1 Vehicle Trust Supplement, dated as of January 24, 2013, is between BMW Manufacturing L.P., an Indiana limited partnership, as grantor and initial beneficiary (in such capacities, the “Grantor” and the “UTI Beneficiary”, respectively) and BNY Mellon Trust of Delaware, formerly known as The Bank of New York (Delaware), a Delaware banking association, as trustee (in such capacity, the “Vehicle Trustee”).
BMW MANUFACTURING L.P., as Transferor, and BMW AUTO LEASING LLC, as Transferee SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of January 24, 2013Subi Certificate Transfer Agreement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
This SUBI Certificate Transfer Agreement, dated as of January 24, 2013 (the “Agreement”), is between BMW Manufacturing L.P., an Indiana limited partnership, as transferor (the “Transferor”), and BMW Auto Leasing LLC, a Delaware limited liability company, as transferee (the “Transferee”).
BMW AUTO LEASING LLC, as Transferor, and BMW VEHICLE LEASE TRUST 2013-1, as Transferee ISSUER SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of January 24, 2013Issuer Subi Certificate Transfer Agreement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
FINANCIAL SERVICES VEHICLE TRUST, BMW MANUFACTURING L.P., BMW AUTO LEASING LLC, BMW VEHICLE LEASE TRUST 2013-1, and as Indenture Trustee BACK-UP SECURITY AGREEMENT Dated as of January 24, 2013Back-Up Security Agreement • January 18th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
This Back-Up Security Agreement, dated as of January 24, 2013, is among Financial Services Vehicle Trust, a Delaware statutory trust (the “Vehicle Trust”), BMW Manufacturing L.P., an Indiana limited partnership (“BMW LP”), BMW Auto Leasing LLC, a Delaware limited liability company (the “Transferor”), BMW Vehicle Lease Trust 2013-1, a Delaware statutory trust (the “Issuer”), and U.S. Bank National Association, a national banking association, not in its individual capacity, but solely as indenture trustee (the “Indenture Trustee”) under the Indenture, dated as of January 24, 2013 (the “Indenture”), from the Issuer to the Indenture Trustee.
FINANCIAL SERVICES VEHICLE TRUST, BMW MANUFACTURING L.P., BMW AUTO LEASING LLC, BMW VEHICLE LEASE TRUST 2013-1, and as Indenture Trustee BACK-UP SECURITY AGREEMENT Dated as of January 24, 2013Back-Up Security Agreement • January 24th, 2013 • BMW Vehicle Lease Trust 2013-1 • Asset-backed securities • New York
This Back-Up Security Agreement, dated as of January 24, 2013, is among Financial Services Vehicle Trust, a Delaware statutory trust (the “Vehicle Trust”), BMW Manufacturing L.P., an Indiana limited partnership (“BMW LP”), BMW Auto Leasing LLC, a Delaware limited liability company (the “Transferor”), BMW Vehicle Lease Trust 2013-1, a Delaware statutory trust (the “Issuer”), and U.S. Bank National Association, a national banking association, not in its individual capacity, but solely as indenture trustee (the “Indenture Trustee”) under the Indenture, dated as of January 24, 2013 (the “Indenture”), from the Issuer to the Indenture Trustee.
