0001140361-18-043354 Sample Contracts

1,034,020,000 Asset Backed Notes MERCEDES-BENZ AUTO LEASE TRUST 2018-B, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee
Indenture • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This INDENTURE, dated as of November 1, 2018, is between MERCEDES-BENZ AUTO LEASE TRUST 2018-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”).

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MERCEDES-BENZ AUTO LEASE TRUST 2018-B, as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Administrator, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee
Administration Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This 2018-B ADMINISTRATION AGREEMENT, dated as of November 1, 2018 (as amended, restated, supplemented or otherwise modified, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2018-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”).

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Mercedes-Benz Auto Lease Trust 2018-B
Underwriting Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York
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DAIMLER TRUST LEASING LLC,
Trust Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of November 1, 2018 (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”).

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as Seller, and MERCEDES-BENZ AUTO LEASE TRUST 2018-B, as Purchaser
Sale Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This SECOND-TIER SALE AGREEMENT, dated as of November 1, 2018 (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 2018-B, a Delaware statutory trust, as purchaser (the “Purchaser” or the “Issuer”).

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DAIMLER TRUST,
Control Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This TITLING TRUST CONTROL AGREEMENT, dated as of November 1, 2018 (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”) and as secured party (the “Assignee-Secured Party”), and U.S. BANK, as securities intermediary (the “Securities Intermediary”).

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MERCEDES-BENZ AUTO LEASE TRUST 2018-B,
Control Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This 2018-B COLLATERAL ACCOUNT CONTROL AGREEMENT, dated as of November 1, 2018 (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2018-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”).

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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 Trustee
Collateral Agency Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • Delaware

This 2018-B EXCHANGE NOTE SUPPLEMENT, dated as of November 1, 2018 (as amended, restated, supplemented or otherwise modified from time to time, this “2018-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”).

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MERCEDES-BENZ FINANCIAL SERVICES USA LLC,
Collateral Agency Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This 2018-B SERVICING SUPPLEMENT, dated as of November 1, 2018 (as amended, restated, supplemented or otherwise modified from time to time, this “2018-B Servicing Supplement”), is among MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as servicer with respect to the 2018-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”).

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MERCEDES-BENZ AUTO LEASE TRUST 2018-B,
Review Agreement • November 19th, 2018 • Mercedes-Benz Auto Lease Trust 2018-B • Asset-backed securities • New York

This ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of November 1, 2018 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2018-B, a Delaware statutory trust (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company, as servicer and administrator (in such capacities, the “Servicer” and the “Administrator”, respectively) and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, (the “Asset Representations Reviewer”).

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