0000929638-15-000798 Sample Contracts

BMW AUTO LEASING LLC as Transferor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee
Trust Agreement • October 14th, 2015 • BMW Auto Leasing LLC • Asset-backed securities • Delaware

This Amended and Restated Trust Agreement, dated as of October 14, 2015, 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”).

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BMW VEHICLE LEASE TRUST 2015-2,
Issuer Administration Agreement • October 14th, 2015 • BMW Auto Leasing LLC • Asset-backed securities • New York

This Issuer Administration Agreement, dated as of October 14, 2015 (the “Agreement”), is among BMW Vehicle Lease Trust 2015-2, 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”).

BMW AUTO LEASING LLC, as Transferor, and BMW VEHICLE LEASE TRUST 2015-2, as Transferee
Certificate Transfer Agreement • October 14th, 2015 • BMW Auto Leasing LLC • Asset-backed securities • New York

This Issuer SUBI Certificate Transfer Agreement, dated as of October 14, 2015 (the “Agreement”), is between BMW Auto Leasing LLC, a Delaware limited liability company, as transferor (the “Transferor”), and BMW Vehicle Lease Trust 2015-2, a Delaware statutory trust (the “Issuer”), as transferee (in such capacity, the “Transferee”).

FINANCIAL SERVICES VEHICLE TRUST,
Basic Servicing Agreement • October 14th, 2015 • BMW Auto Leasing LLC • Asset-backed securities • New York

This 2015-2 Servicing Supplement, dated as of October 14, 2015, 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”).

FINANCIAL SERVICES VEHICLE TRUST, BMW MANUFACTURING L.P., BMW AUTO LEASING LLC, BMW VEHICLE LEASE TRUST 2015-2, and as Indenture Trustee
Security Agreement • October 14th, 2015 • BMW Auto Leasing LLC • Asset-backed securities • New York
BMW MANUFACTURING L.P., as Grantor and UTI Beneficiary, and
BMW Auto Leasing LLC • October 14th, 2015 • Asset-backed securities

This 2015-2 Vehicle Trust Supplement, dated as of October 14, 2015, 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”).

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