0000929638-10-000378 Sample Contracts

BMW AUTO LEASING LLC as Transferor, and WILMINGTON TRUST COMPANY, as Owner Trustee
Trust Agreement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • Delaware
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BMW VEHICLE LEASE TRUST [____]-[_] Asset Backed Notes BMW AUTO LEASING LLC (DEPOSITOR) UNDERWRITING AGREEMENT
Underwriting Agreement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • Indiana
BMW VEHICLE LEASE TRUST [____]-[_], as Issuer, BMW FINANCIAL SERVICES NA, LLC, as Administrator, BMW AUTO LEASING LLC, as Transferor, and As Indenture Trustee ISSUER ADMINISTRATION AGREEMENT Dated as of [________]
Issuer Administration Agreement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • New York

This Issuer Administration Agreement, dated as of [______] (the “Agreement”), is among BMW Vehicle Lease Trust [____]-[_], 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 [______], a [______] banking association (the “Indenture Trustee”).

FINANCIAL SERVICES VEHICLE TRUST, BMW MANUFACTURING L.P., BMW AUTO LEASING LLC, BMW VEHICLE LEASE TRUST [____]-[_], and as Indenture Trustee
Back-Up Security Agreement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • New York
FINANCIAL SERVICES VEHICLE TRUST, as Vehicle Trust, and BMW MANUFACTURING L.P., as UTI Beneficiary, and BMW FINANCIAL SERVICES NA, LLC, as Servicer and Sponsor
Servicing Supplement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • New York

This [____]-[_] Servicing Supplement, dated as of [______], 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 Transferor, and BMW AUTO LEASING LLC, as Transferee SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of [______]
Subi Certificate Transfer Agreement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • New York

This SUBI Certificate Transfer Agreement, dated as of [______] (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 [____]-[_], as Transferee ISSUER SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of [______]
Issuer Subi Certificate Transfer Agreement • June 2nd, 2010 • BMW Auto Leasing LLC • Asset-backed securities • New York
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