TRUST AGREEMENT between WORLD OMNI AUTO LEASING LLC, as Depositor, and U.S. BANK TRUST NATIONAL ASSOCIATION, as Owner Trustee Dated November 12, 2009Trust Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • Asset-backed securities • Delaware
This TRUST AGREEMENT is dated November 12, 2009 between WORLD OMNI AUTO LEASING LLC, a Delaware limited liability company, as depositor (the “Depositor”), and U.S. BANK TRUST NATIONAL ASSOCIATION, as owner trustee.
EXCHANGE NOTE TRANSFER AGREEMENT dated as of November 12, 2009 between WORLD OMNI AUTO LEASING LLC, as Depositor and WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2009-A, as Issuing Entity and BuyerExchange Note Transfer Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • 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 November 12, 2009 by WORLD OMNI AUTO LEASING LLC, a Delaware limited liability company (the “Depositor”), and WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2009-A, a Delaware statutory trust (the “Buyer” or the “Issuing Entity”).
UNDERWRITING AGREEMENT FOR THE NOTES WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2009-AUnderwriting Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • 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 The Bank of New York Mellon, 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
EXCHANGE NOTE SALE AGREEMENT dated as of November 12, 2009 between AUTO LEASE FINANCE LLC, as Seller and WORLD OMNI AUTO LEASING LLC, as BuyerExchange Note Sale Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • Asset-backed securities • New York
the Indenture, the Seller has not pledged, assigned, sold, granted a security interest in, or otherwise conveyed the Exchange Note. The Seller has not authorized the filing of, nor is aware of, any financing statements against the Seller that include a description of collateral covering the Exchange Note other than any financing statement relating to any security interest granted pursuant to the Transaction Documents or that has been terminated.
ADMINISTRATION AGREEMENT AMONG WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2009-A, AS ISSUING ENTITY WORLD OMNI FINANCIAL CORP., AS ADMINISTRATOR AND THE BANK OF NEW YORK MELLON, AS INDENTURE TRUSTEE DATED AS OF NOVEMBER 12, 2009Administration Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of November 12, 2009, is between WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2009-A, 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 THE BANK OF NEW YORK MELLON, a New York banking corporation, 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 November 12, 2009 (the “Indenture”) by and between the Issuing Entity and the Indenture Trustee.
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 2009-A TO CLOSED-END SERVICING AGREEMENT Dated as of November 12, 2009Closed-End Servicing Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • Asset-backed securities • New York
THIS EXCHANGE NOTE SERVICING SUPPLEMENT 2009-A TO CLOSED-END SERVICING AGREEMENT (as amended, modified or supplemented from time to time, the “Exchange Note Servicing Supplement”), dated as of November 12, 2009, 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”).
WORLD OMNI LT 2009-A EXCHANGE NOTE SUPPLEMENT TO COLLATERAL AGENCY AGREEMENT Among WORLD OMNI LT, As Borrower, AUTO LEASE FINANCE LLC, As Initial Beneficiary, AL HOLDING CORP., As Closed-End Collateral Agent, And U.S. BANK NATIONAL ASSOCIATION, As...Exchange Note Supplement to Collateral Agency Agreement • November 17th, 2009 • World Omni Automobile Lease Securitization Trust 2009-A • Asset-backed securities • New York
THIS 2009-A 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 November 12, 2009, 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”).
