BMW AUTO LEASING LLC, as Transferor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner TrusteeTrust Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • Delaware
This Amended and Restated Trust Agreement, dated as of February 15, 2023, 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”).
FORM OF ASSET REPRESENTATIONS REVIEW AGREEMENT BMW VEHICLE LEASE TRUST 2023-1, as Issuer and BMW FINANCIAL SERVICES NA, LLC, as ServicerAsset Representations Review Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of the 15th day of February 2023, by and among BMW VEHICLE LEASE TRUST 2023-1, a Delaware statutory trust (the “Issuer”), BMW FINANCIAL SERVICES NA, LLC, a Delaware limited liability company (the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company (the “Asset Representations Reviewer”).
BMW VEHICLE LEASE TRUST 2023-1 $1,000,000,000 Asset Backed Notes BMW AUTO LEASING LLC (DEPOSITOR) UNDERWRITING AGREEMENTVehicle Lease • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
BMW VEHICLE LEASE TRUST 2023-1, as Issuer, and as Secured Party, and as Securities Intermediary FORM OF CONTROL AGREEMENT Dated as of February 15, 2023Control Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
BMW VEHICLE LEASE TRUST 2023-1, as Issuer, BMW FINANCIAL SERVICES NA, LLC, as Administrator, BMW AUTO LEASING LLC, as Transferor, and FORM OF ISSUER ADMINISTRATION AGREEMENT Dated as of February 15, 2023Vehicle Lease • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
This Issuer Administration Agreement, dated as of February 15, 2023 (the “Agreement”), is among BMW Vehicle Lease Trust 2023-1, 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 Trust Company, National Association, a national banking association, as indenture trustee (the “Indenture Trustee”).
FINANCIAL SERVICES VEHICLE TRUST, BMW MANUFACTURING L.P., BMW AUTO LEASING LLC, BMW VEHICLE LEASE TRUST 2023-1, and as Indenture Trustee FORM OF BACK-UP SECURITY AGREEMENT Dated as of February 15, 2023Security Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
BMW MANUFACTURING L.P., as Transferor, and BMW AUTO LEASING LLC, as Transferee FORM OF SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of February 15, 2023Certificate Transfer Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
This SUBI Certificate Transfer Agreement, dated as of February 15, 2023 (this “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 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 TrusteeBMW Vehicle Lease Trust 2023-1 • February 9th, 2023 • Asset-backed securities
This 2023-1 Vehicle Trust Supplement, dated as of February 15, 2023, 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 AUTO LEASING LLC, as Transferor, and BMW VEHICLE LEASE TRUST 2023-1, as Transferee FORM OF ISSUER SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of February 15, 2023Transfer Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
This Issuer SUBI Certificate Transfer Agreement, dated as of February 15, 2023 (this “Agreement”), is between BMW Auto Leasing LLC, a Delaware limited liability company, as transferor (the “Transferor”), and BMW Vehicle Lease Trust 2023-1, a Delaware statutory trust (the “Issuer”), as transferee (in such capacity, the “Transferee”).
FINANCIAL SERVICES VEHICLE TRUST, as Vehicle Trust, and BMW MANUFACTURING L.P., as UTI Beneficiary, and BMW FINANCIAL SERVICES NA, LLC, as Servicer and SponsorBasic Servicing Agreement • February 9th, 2023 • BMW Vehicle Lease Trust 2023-1 • Asset-backed securities • New York
This 2023-1 Servicing Supplement, dated as of February 15, 2023, is among Financial Services Vehicle Trust, a Delaware statutory trust (the “Vehicle Trust”), BMW Manufacturing L.P., an Indiana limited partnership, as grantor and initial beneficiary of the Vehicle 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”).
