TRUST AGREEMENT between WORLD OMNI AUTO LEASING LLC, as Depositor, and Dated August 21, 2019Trust Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • Delaware
EXCHANGE NOTE TRANSFER AGREEMENTExchange Note Transfer Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • New York
THIS EXCHANGE NOTE TRANSFER AGREEMENT (as amended, supplemented or modified from time to time, this “Agreement”) is made and entered into as of August 21, 2019 by WORLD OMNI AUTO LEASING LLC, a Delaware limited liability company (the “Depositor”), and WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2019-B, a Delaware statutory trust (the “Buyer” or the “Issuing Entity”).
ADMINISTRATION AGREEMENTAdministration Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of August 21, 2019, is between WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2019-B, a Delaware statutory trust (the “Issuing Entity”), WORLD OMNI FINANCIAL CORP., a Florida corporation, as administrator (“World Omni” or in its capacity as administrator, the “Administrator”), and MUFG UNION BANK, N.A., 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 Indenture dated as of August 21, 2019 (the “Indenture”) by and between the Issuing Entity and the Indenture Trustee.
EXCHANGE NOTE SALE AGREEMENT dated as of August 21, 2019 between AUTO LEASE FINANCE LLC, as Seller and WORLD OMNI AUTO LEASING LLC, as BuyerExchange Note Sale Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • New York
THIS EXCHANGE NOTE SALE AGREEMENT is made and entered into as of August 21, 2019 (as amended, supplemented or modified from time to time, this “Agreement”) by AUTO LEASE FINANCE LLC, a Delaware limited liability company (the “Seller”), and WORLD OMNI AUTO LEASING LLC, a Delaware limited liability company (the “Buyer”).
World Omni Financial Corp., as Servicer WORLD OMNI LT, as Titling Trust and AL Holding Corp., as Closed-End Collateral Agent Exchange Note Servicing Supplement 2019-B TO CLOSED-END SERVICING AGREEMENT Dated as of August 21, 2019Closed-End Servicing Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • New York
THIS Exchange Note Servicing Supplement 2019-B TO CLOSED-END SERVICING AGREEMENT (as amended, modified or supplemented from time to time, the “Exchange Note Servicing Supplement”), dated as of August 21, 2019, is among (i) WORLD OMNI FINANCIAL CORP., a Florida corporation (“World Omni”), as servicer (in such capacity, the “Servicer”), (ii) WORLD OMNI LT, a Delaware statutory trust (the “Titling Trust”) and (iii) AL HOLDING CORP., a Delaware corporation, as collateral agent (“ALHC” or the “Closed-End Collateral Agent”).
UNDERWRITING AGREEMENT FOR THE NOTES WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2019-B One-Month LIBOR plus 0.26% Class A-2b Asset-Backed Notes UNDERWRITING AGREEMENTUnderwriting Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • New York
The Notes will be issued pursuant to an Indenture (as amended, restated, modified or supplemented from time to time, the “Indenture”), to be dated as of the Closing Date, between the Trust and MUFG Union Bank, N.A., as indenture trustee (in such capacity, the “Indenture Trustee”). The Depositor will retain the asset-backed certificates (the “Certificates”) issued pursuant to a trust agreement, to be dated as of the Closing Date, between the Depositor and U.S. Bank Trust National Association, as owner trustee (in such capacity, the “Owner Trustee”) (as amended, restated, modified or supplemented from time to time, the “Trust Agreement”). The Certificates will be subordinated to the Notes to the extent described in the Basic Documents (as defined below). The Notes will be secured by the assets of the Trust which will include, among other things, the Exchange Note (as defined below).
WORLD OMNI LT 2019-B EXCHANGE NOTE SUPPLEMENT TO COLLATERAL AGENCY AGREEMENT WORLD OMNI LT, As Borrower, AUTO LEASE FINANCE LLC, As Initial Beneficiary, AL HOLDING CORP., As Closed-End Collateral Agent, U.S. BANK NATIONAL ASSOCIATION, As Closed-End...Exchange Note Supplement to Collateral Agency Agreement • August 15th, 2019 • World Omni Automobile Lease Securitization Trust 2019-B • Asset-backed securities • New York
THIS 2019-B EXCHANGE NOTE SUPPLEMENT TO COLLATERAL AGENCY AGREEMENT (as amended, modified or supplemented from time to time, the “Exchange Note Supplement”), dated and effective as of August 21, 2019, is among World Omni LT, a Delaware statutory trust (the “Borrower” or the “Titling Trust”), Auto Lease Finance LLC, a Delaware limited liability company (“ALF” or the “Initial Beneficiary”), AL Holding Corp., a Delaware corporation (the “Closed-End Collateral Agent”), and U.S. Bank National Association, a national banking association (the “Closed-End Administrative Agent”).
