1,037,160,000 Asset Backed Notes MERCEDES-BENZ AUTO LEASE TRUST 2016-B, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture TrusteeIndenture • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This INDENTURE, dated as of October 1, 2016, is between MERCEDES-BENZ AUTO LEASE TRUST 2016-B, a Delaware statutory trust (the “Issuer”), and U.S. Bank National Association, a national banking association, as trustee and not in its individual capacity (the “Indenture Trustee”).
MERCEDES-BENZ AUTO LEASE TRUST 2016-B, as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Administrator, and U.S. BANK NATIONAL ASSOCIATION, as Indenture TrusteeAdministration Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This 2016-B ADMINISTRATION AGREEMENT, dated as of October 1, 2016 (as amended, restated, supplemented or otherwise modified, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2016-B, as issuer (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC (“MBFS USA”), as administrator (the “Administrator”), and U.S. BANK NATIONAL ASSOCIATION, as indenture trustee (the “Indenture Trustee”).
DAIMLER TRUST LEASING LLC, as Transferor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of October 1, 2016Trust Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of October 1, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between DAIMLER TRUST 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”).
ASSET REPRESENTATIONS REVIEW AGREEMENT MERCEDES-BENZ AUTO LEASE TRUST 2016-B, as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer and Administrator and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of...Asset Representations Review Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of October 1, 2016, by and among MERCEDES-BENZ AUTO LEASE TRUST 2016-B, a Delaware statutory trust, (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA, a Delaware limited liability company, as servicer and administrator (the “Servicer” and the “Administrator” respectively) and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, (the “Asset Representations Reviewer”).
MERCEDES-BENZ AUTO LEASE TRUST 2016-B, as Initial Secured Party, U.S. BANK NATIONAL ASSOCIATION, as Assignee-Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary 2016-B COLLATERAL ACCOUNT CONTROL AGREEMENT Dated as of October...Collateral Account Control Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This 2016-B COLLATERAL ACCOUNT CONTROL AGREEMENT, dated as of October 1, 2016 (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2016-B (the “Issuer”), as initial secured party (the “Initial Secured Party”), U.S. BANK NATIONAL ASSOCIATION, as indenture trustee (the “Indenture Trustee”), as secured party (the “Assignee‑Secured Party”), and U.S. BANK NATIONAL ASSOCIATION, as securities intermediary (the “Securities Intermediary”).
MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer and as Lender, DAIMLER TRUST, as Titling Trust, and DAIMLER TITLE CO., as Collateral Agent 2016-B SERVICING SUPPLEMENT Dated as of October 1, 2016 ____________________________Servicing Supplement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This 2016-B SERVICING SUPPLEMENT, dated as of October 1, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “2016-B Servicing Supplement”), is among MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as servicer with respect to the 2016-B Reference Pool referred to herein (in such capacity, the “Servicer”) and as lender under the Collateral Agency Agreement referred to herein (in such capacity, the “Lender”), DAIMLER TRUST, a Delaware statutory trust (the “Titling Trust”), and DAIMLER TITLE CO., a Delaware corporation, as collateral agent (the “Collateral Agent”).
DAIMLER TRUST, as Borrower, U.S. BANK TRUST NATIONAL ASSOCIATION, as Administrative Agent, DAIMLER TITLE CO., as Collateral Agent, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Lender and as Servicer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture...2016-B Exchange Note Supplement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • Delaware
This 2016-B EXCHANGE NOTE SUPPLEMENT, dated as of October 1, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “2016-B Exchange Note Supplement”), is among DAIMLER TRUST, a Delaware statutory trust (the “Titling Trust”), as borrower (the “Borrower”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as lender (in such capacity, the “Lender”) and as servicer (in such capacity, the “Servicer”), U.S. BANK TRUST NATIONAL ASSOCIATION, a national banking association, as administrative agent and not in its individual capacity (the “Administrative Agent”), DAIMLER TITLE CO., a Delaware corporation, as collateral agent (the “Collateral Agent”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee and not in its individual capacity (the “Indenture Trustee”).
FIRST-TIER SALE AGREEMENT Dated as of October 1, 2016First-Tier Sale Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This FIRST-TIER SALE AGREEMENT, dated as of October 1, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as seller (the “Seller”), and DAIMLER TRUST LEASING LLC, a Delaware limited liability company, as purchaser (the “Purchaser”).
DAIMLER TRUST LEASING LLC, as Seller, and MERCEDES-BENZ AUTO LEASE TRUST 2016-B, as Purchaser SECOND-TIER SALE AGREEMENT Dated as of October 1, 2016Second-Tier Sale Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This SECOND-TIER SALE AGREEMENT, dated as of October 1, 2016 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between DAIMLER TRUST LEASING LLC, a Delaware limited liability company, as seller (the “Seller”), and MERCEDES-BENZ AUTO LEASE TRUST 2016-B, a Delaware statutory trust, as purchaser (the “Purchaser” or the “Issuer”).
DAIMLER TRUST, as Initial Secured Party, U.S. BANK NATIONAL ASSOCIATION, as Assignee-Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary TITLING TRUST ACCOUNT CONTROL AGREEMENT Dated as of October 1, 2016Titling Trust Account Control Agreement • October 27th, 2016 • Mercedes-Benz Auto Lease Trust 2016-B • Asset-backed securities • New York
This TITLING TRUST CONTROL AGREEMENT, dated as of October 1, 2016 (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among DAIMLER TRUST (the “Titling Trust”), as initial secured party (the “Initial Secured Party”), U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”), as indenture trustee (the “Indenture Trustee”), as secured party (the “Assignee-Secured Party”), and U.S. BANK, as securities intermediary (the “Securities Intermediary”).
