0001104659-24-123557 Sample Contracts

SECURITIES ACCOUNT CONTROL AGREEMENT among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1, as Issuer, U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee and U.S. BANK NATIONAL ASSOCIATION, as Intermediary Dated as of...
Securities Account Control Agreement • November 27th, 2024 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

SECURITIES ACCOUNT CONTROL AGREEMENT (this “Agreement”), dated as of November 26, 2024, among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1, as Issuer (the “Issuer”), U.S. BANK NATIONAL ASSOCIATION, as Intermediary (the “Intermediary”) and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, in its capacity as Indenture Trustee (the “Secured Party”).

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ADMINISTRATION AGREEMENT among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1, as Issuer VW CREDIT, INC., as Administrator and Dated as of November 26, 2024
Administration Agreement • November 27th, 2024 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of November 26, 2024, is between Volkswagen Auto Loan Enhanced Trust 2024-1, a Delaware statutory trust (the “Issuer”), VW CREDIT, Inc., a Delaware corporation, as administrator (“VCI” or in its capacity as administrator, the “Administrator”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, a national banking association, as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement, dated as of the date hereof (the “Sale and Servicing Agreement”), by and among Volkswagen Auto Lease/Loan Underwritten Funding, LLC, as seller, the Issuer, VCI, as servicer, and the Indenture Trustee.

ASSET REPRESENTATIONS REVIEW AGREEMENT VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1, as Issuer and VW CREDIT, INC., as Servicer and Clayton Fixed Income Services LLC, as Asset Representations Reviewer Dated as of November 26, 2024
Asset Representations Review Agreement • November 27th, 2024 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of November 26, 2024, by and among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1, a Delaware statutory trust, as issuer (the “Issuer”), VW CREDIT, INC., a Delaware corporation (“VCI”), as servicer (in such capacity, the “Servicer”) and Clayton Fixed Income Services LLC, a Delaware limited liability company, as asset representations reviewer (the “Asset Representations Reviewer”).

PURCHASE AGREEMENT dated as of November 26, 2024 between VW CREDIT, INC. and VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC
Purchase Agreement • November 27th, 2024 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

THIS PURCHASE AGREEMENT is made and entered into as of November 26, 2024 (as amended from time to time, this “Agreement”) by VW CREDIT, INC., a Delaware corporation (“VCI”), and VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company (the “Purchaser”).

SALE AND SERVICING AGREEMENT by and among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1, as Issuer VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as Seller VW CREDIT, INC., as Servicer and as Indenture Trustee Dated as of November 26, 2024
Sale and Servicing Agreement • November 27th, 2024 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of November 26, 2024 (together with all exhibits, schedules and appendices hereto and as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”), by and among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1 (the “Issuer”), a Delaware statutory trust, VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company, as seller (the “Seller”), VW CREDIT, INC., a Delaware corporation (“VCI”), as servicer (in such capacity, the “Servicer”), and U.S. Bank Trust Company, National Association, a national banking association, as indenture trustee (the “Indenture Trustee”).

VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2024-1 AMENDED AND RESTATED TRUST AGREEMENT between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as the Seller and DEUTSCHE BANK TRUST COMPANY DELAWARE, as the Owner Trustee Dated as of November 26, 2024
Trust Agreement • November 27th, 2024 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT is made as of November 26, 2024 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company, as the depositor (the “Seller”) and DEUTSCHE BANK TRUST COMPANY DELAWARE, a Delaware banking corporation, as the owner trustee (the “Owner Trustee”).

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