0001140361-20-001984 Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT Dated as of January 1, 2020
Trust Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of January 1, 2020 (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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Asset Backed Notes MERCEDES-BENZ AUTO LEASE TRUST 2020-A, as Issuer, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee
Indenture • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This INDENTURE, dated as of January 1, 2020, is between MERCEDES-BENZ AUTO LEASE TRUST 2020-A, 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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FIRST-TIER SALE AGREEMENT Dated as of January 1, 2020
First-Tier Sale Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This FIRST-TIER SALE AGREEMENT, dated as of January 1, 2020 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as seller (the “Seller”), and DAIMLER TRUST LEASING LLC, a Delaware limited liability company, as purchaser (the “Purchaser”).

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DAIMLER TRUST, as Initial Secured Party, U.S. BANK NATIONAL ASSOCIATION, as Assignee-Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary
Control Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This TITLING TRUST CONTROL AGREEMENT, dated as of January 1, 2020 (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 (in such capacity, the “Indenture Trustee”) and as secured party (in such capacity, the “Assignee-Secured Party”), and U.S. BANK, as securities intermediary (the “Securities Intermediary”).

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MERCEDES-BENZ AUTO LEASE TRUST 2020-A, as Initial Secured Party, U.S. BANK NATIONAL ASSOCIATION, as Assignee-Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary
Collateral Account Control Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This 2020-A COLLATERAL ACCOUNT CONTROL AGREEMENT, dated as of January 1, 2020 (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2020-A (the “Issuer”), as initial secured party (the “Initial Secured Party”), U.S. BANK NATIONAL ASSOCIATION, as indenture trustee (in such capacity, the “Indenture Trustee”), as secured party (in such capacity, the “Assignee‑Secured Party”), and U.S. BANK NATIONAL ASSOCIATION, as securities intermediary (the “Securities Intermediary”).

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MERCEDES-BENZ AUTO LEASE TRUST 2020-A, as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer and Administrator, and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer
Asset Representations Review Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of January 1, 2020 (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2020-A, 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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DAIMLER TRUST LEASING LLC, as Seller, and MERCEDES-BENZ AUTO LEASE TRUST 2020-A, as Purchaser
Second-Tier Sale Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This SECOND-TIER SALE AGREEMENT, dated as of January 1, 2020 (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 2020-A, a Delaware statutory trust, as purchaser (the “Purchaser” or the “Issuer”).

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MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer and as Lender, DAIMLER TRUST, as Titling Trust, and DAIMLER TITLE CO., as Collateral Agent
Servicing Supplement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This 2020-A SERVICING SUPPLEMENT, dated as of January 1, 2020 (as amended, restated, supplemented or otherwise modified from time to time, this “2020-A Servicing Supplement”), is among MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as servicer with respect to the 2020-A 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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DAIMLER TRUST, 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...
2020-a Exchange Note Supplement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • Delaware

This 2020-A EXCHANGE NOTE SUPPLEMENT, dated as of January 1, 2020 (as amended, restated, supplemented or otherwise modified from time to time, this “2020-A 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 AUTO LEASE TRUST 2020-A, as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Administrator, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee
2020-a Administration Agreement • January 31st, 2020 • Mercedes-Benz Auto Lease Trust 2020-A • Asset-backed securities • New York

This 2020-A ADMINISTRATION AGREEMENT, dated as of January 1, 2020 (as amended, restated, supplemented or otherwise modified, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 2020-A, 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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