BMW VEHICLE LEASE TRUST [____]-[_] [___]% Asset Backed Notes, Class A-1 [___]% Asset Backed Notes, Class A-2 [___]% Asset Backed Notes, Class A-3 [___]% Asset Backed Notes, Class A-4 as Indenture Trustee, and BMW VEHICLE LEASE TRUST [____]-[_], as...Indenture • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
BMW AUTO LEASING LLC as Transferor, and [_________________], as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of [___________]Trust Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • Delaware
BMW VEHICLE LEASE TRUST [____]-[_] $[___________] ASSET BACKED NOTES BMW AUTO LEASING LLC (DEPOSITOR) UNDERWRITING AGREEMENTUnderwriting Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • Indiana
BMW VEHICLE LEASE TRUST [____]-[_], as Issuer, BMW FINANCIAL SERVICES NA, LLC, as Administrator, BMW AUTO LEASING LLC, as Transferor, and As Indenture Trustee ISSUER ADMINISTRATION AGREEMENT Dated as of [________]Issuer Administration Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
This Issuer Administration Agreement, dated as of [________] (the “Agreement”), is among BMW Vehicle Lease Trust [____]-[_], a Delaware statutory trust, as issuer (the “Issuer”), BMW Financial Services NA, LLC a Delaware limited liability company (“BMW FS”), as administrator (in such capacity, the “Administrator”), BMW Auto Leasing LLC, a Delaware limited liability company, as transferor (the “Transferor”), and [____________], a [___________] banking corporation, as indenture trustee (the “Indenture Trustee”).
FINANCIAL SERVICES VEHICLE TRUST, BMW MANUFACTURING L.P., BMW AUTO LEASING LLC, BMW VEHICLE LEASE TRUST [____]-[_], and as Indenture TrusteeBack-Up Security Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
BMW MANUFACTURING L.P., as Grantor and UTI Beneficiary, and THE BANK OF NEW YORK (DELAWARE), as Trustee [____]-[_] VEHICLE TRUST SUPPLEMENT Dated as of [___________]Vehicle Trust Supplement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities
This [____]-[_] Vehicle Trust Supplement, dated as of [___________], is between BMW Manufacturing L.P., an Indiana limited partnership, as grantor and initial beneficiary (in such capacities, the “Grantor” and the “UTI Beneficiary”, respectively) and The Bank of New York (Delaware), a Delaware banking association, as trustee (in such capacity, the “Trustee”).
FINANCIAL SERVICES VEHICLE TRUST, as Vehicle Trust, and BMW MANUFACTURING L.P., as UTI Beneficiary, and BMW FINANCIAL SERVICES NA, LLC, as Servicer and Sponsor SERVICING SUPPLEMENT Dated as of [__________]Servicing Supplement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
This [____]-[_] Servicing Supplement, dated as of [__________], is among Financial Services Vehicle Trust, a Delaware business trust (the “Trust”), BMW Manufacturing L.P., an Indiana limited partnership, as grantor and initial beneficiary of the Trust (in such capacities, the “Grantor” and the “UTI Beneficiary,” respectively) and BMW Financial Services NA, LLC, a Delaware limited liability company (“BMW FS”), as servicer (in such capacity, the “Servicer”) and as sponsor (in such capacity, the “Sponsor”).
BMW AUTO LEASING LLC, as Transferor, and BMW VEHICLE LEASE TRUST [____]-[_], as Transferee ISSUER SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of [________]Issuer Subi Certificate Transfer Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
BMW AUTO LEASING LLC, as Transferor, BMW VEHICLE LEASE TRUST [____]-[_] as Initial Secured Party, [_______________], as Indenture Trustee, as Assignee- Secured Party, and as Securities Intermediary CONTROL AGREEMENT Dated as of [___________]Control Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
BMW MANUFACTURING L.P., as Transferor, and BMW AUTO LEASING LLC, as Transferee SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of [___________]Subi Certificate Transfer Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • New York
This SUBI Certificate Transfer Agreement, dated as of [___________] (the “Agreement”), is between BMW Manufacturing L.P., an Indiana limited partnership, as transferor (the “Transferor”), and BMW Auto Leasing LLC, a Delaware limited liability company, as transferee (the “Transferee”).
AMENDMENT TO AMENDED AND RESTATED TRUST AGREEMENTTrust Agreement • June 22nd, 2007 • BMW Auto Leasing LLC • Asset-backed securities • Delaware
THIS AMENDMENT dated as of May 25, 2000, (this “Amendment”) to the Amended and Restated Trust Agreement, dated as of September 27, 1996 (the “Vehicle Trust Agreement”), is among BMW MANUFACTURING L.P., a Delaware corporation, in its capacity as Beneficiary under the Vehicle Trust Agreement (the “Beneficiary”), BMW FINANCIAL SERVICES NA, LLC (“BMW”), and CHASE MANHATTAN BANK DELAWARE (the “Vehicle Trustee”). Capitalized terms used in this Amendment and not otherwise defined shall have the meanings assigned to such terms in the Vehicle Trust Agreement.
