AMENDED AND RESTATED TRUST AGREEMENT Dated as of [______ __], 20[__]Trust Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of [______ __], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is between MERCEDES-BENZ TRUST LEASING LLC, a Delaware limited liability company, as transferor (the “Transferor”), and [●], a [●], as trustee (the “Owner Trustee”).
MERCEDES-BENZ AUTO LEASE TRUST 20[__]-[_], as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Administrator, and as Indenture TrusteeAdministration Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
This 20[__]-[_] ADMINISTRATION AGREEMENT, dated as of [_______ _], 20[__] (as amended, restated, supplemented or otherwise modified, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 20[__]-[_], as issuer (the “Issuer”), MERCEDES-BENZ FINANCIAL SERVICES USA LLC (“MBFS USA”), as administrator (the “Administrator”), and [●], as indenture trustee (the “Indenture Trustee”).
Mercedes-Benz Auto Lease Trust 20[__]-[_] Asset Backed Notes Mercedes-Benz Trust Leasing LLC (Depositor) Underwriting AgreementUnderwriting Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
FIRST-TIER SALE AGREEMENT Dated as of [_______ _], 20[__]Sale Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
This FIRST-TIER SALE AGREEMENT, dated as of [_______ _], 20[__] (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 MERCEDES-BENZ TRUST LEASING LLC, a Delaware limited liability company, as purchaser (the “Purchaser”).
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 as Indenture TrusteeCollateral Agency Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • Delaware
This 20[__]-[_] EXCHANGE NOTE SUPPLEMENT, dated as of [______ __], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “20[__]-[_] 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 [●], a [●], as indenture trustee and not in its individual capacity (the “Indenture Trustee”).
MERCEDES-BENZ AUTO LEASE TRUST 20[__]-[_], as Issuer, MERCEDES-BENZ FINANCIAL SERVICES USA LLC, as Servicer and Administrator, and as Asset Representations ReviewerReview Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of [_______ _], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 20[__]-[_], 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 [●], a [●], (the “Asset Representations Reviewer”).
MERCEDES-BENZ AUTO LEASE TRUST 20[__]-[_], as Initial Secured Party, as Assignee-Secured Party, and as Securities IntermediaryControl Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
This 20[__]-[_] COLLATERAL ACCOUNT CONTROL AGREEMENT, dated as of [_______ _], 20[__] (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among MERCEDES-BENZ AUTO LEASE TRUST 20[__]-[_] (the “Issuer”), as initial secured party (the “Initial Secured Party”), [●], as indenture trustee (in such capacity, the “Indenture Trustee”), as secured party (in such capacity, the “Assignee‑Secured Party”), and [●], as securities intermediary (the “Securities Intermediary”).
MERCEDES-BENZ FINANCIAL SERVICES USA LLC,Titling Trust Agreement • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
This 20[__]-[_] SERVICING SUPPLEMENT, dated as of [_______ _], 20[__] (as amended, restated, supplemented or otherwise modified from time to time, this “20[__]-[_] Servicing Supplement”), is among MERCEDES-BENZ FINANCIAL SERVICES USA LLC, a Delaware limited liability company (“MBFS USA”), as servicer with respect to the 20[__]-[_] 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”).
DAIMLER TRUST, as Initial Secured Party, as Assignee-Secured Party, and as Securities IntermediaryDaimler Trust • June 17th, 2022 • Daimler Trust • Asset-backed securities • New York
This TITLING TRUST CONTROL AGREEMENT, dated as of [_______ _], 20[__] (as amended, restated, modified or otherwise supplemented, this “Agreement”), is among DAIMLER TRUST (the “Titling Trust”), as initial secured party (the “Initial Secured Party”), [●] (“[●]”), as indenture trustee (in such capacity, the “Indenture Trustee”) and as secured party (in such capacity, the “Assignee-Secured Party”), and [●], as securities intermediary (the “Securities Intermediary”).
