SUBI SALE AGREEMENT dated as of June 21, 2012 between VW CREDIT, INC., as Seller and VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as BuyerSubi Sale Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities • New York
the Transaction SUBI Certificate. 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 Transaction SUBI Certificate other than any financing statement relating to any security interest granted pursuant to the Transaction Documents or that has been terminated.
VW CREDIT LEASING, LTD. TRANSACTION SUBI SUPPLEMENT 2012-A TO ORIGINATION TRUST AGREEMENT Between VW CREDIT, INC., As Settlor And Initial Beneficiary And U.S. BANK NATIONAL ASSOCIATION, As Administrative Trustee, UTI Trustee And SUBI Trustee Dated as...Origination Trust Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities
THIS TRANSACTION SUBI SUPPLEMENT 2012-A TO ORIGINATION TRUST AGREEMENT (as amended, modified or supplemented from time to time, the “Transaction SUBI Supplement”), dated and effective as of June 21, 2012, is between VW CREDIT, INC., a Delaware corporation (“VCI”; in its capacity as settlor, the “Settlor”; or in its capacity as initial beneficiary, the “Initial Beneficiary”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as successor to U.S. Bank Trust National Association, as administrative trustee (in such capacity, together with any successor or permitted assign, the “Administrative Trustee”), as UTI trustee (in such capacity, together with any successor or permitted assign, the “UTI Trustee”) and as trustee with respect to the Transaction SUBI (in such capacity, together with any successor or permitted assign, the “SUBI Trustee”; together with the UTI Trustee, the Administrative Trustee and Wilmington Trust Company, as Delaware Trustee (the “Delaware Trustee”),
SUBI TRANSFER AGREEMENT dated as of June 21, 2012 between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as Seller and VOLKSWAGEN AUTO LEASE TRUST 2012-A, as BuyerSubi Transfer Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities • New York
THIS SUBI TRANSFER AGREEMENT (as amended, supplemented or modified from time to time, this “Agreement”) is made and entered into as of June 21, 2012 by VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company (the “Seller”), and VOLKSWAGEN AUTO LEASE TRUST 2012-A, a Delaware statutory trust (the “Buyer”).
VW CREDIT LEASING, LTD., U.S. BANK NATIONAL ASSOCIATION, Not in its Individual Capacity but Solely as SUBI Trustee, and VW CREDIT, INC., as Servicer TRANSACTION SUBI SUPPLEMENT 2012-A TO SERVICING AGREEMENT Dated as of June 21, 2012Servicing Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities • New York
THIS TRANSACTION SUBI SUPPLEMENT 2012-A TO SERVICING AGREEMENT (as amended, modified or supplemented from time to time, the “Transaction SUBI Servicing Supplement”), dated as of June 21, 2012, is among VW CREDIT LEASING, LTD., a Delaware statutory trust (the “Origination Trust”), U.S. BANK NATIONAL ASSOCIATION, a national banking association, as successor to U.S. Bank Trust National Association, not in its individual capacity but solely as a SUBI Trustee (hereinafter, together with its successors and assigns, the “SUBI Trustee”) of the Origination Trust, and VW CREDIT, INC., a Delaware corporation (“VCI”), as Servicer (in such capacity, the “Servicer”).
VOLKSWAGEN AUTO LEASE TRUST 2012-A VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC (SELLER) $214,000,000 0.33206% Auto Lease Asset Backed Class A-1 Notes $481,000,000 0.66% Auto Lease Asset Backed Class A-2 Notes $461,000,000 0.87% Auto Lease...Underwriting Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities • New York
VOLKSWAGEN AUTO LEASE TRUST 2012-A AMENDED AND RESTATED TRUST AGREEMENT between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as the Transferor, CITIBANK, N.A., as the Owner Trustee and CITIGROUP TRUST – DELAWARE, N.A., as the Issuer Delaware...Trust Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT is made as of June 21, 2012 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company, as the depositor (the “Transferor”), CITIBANK, N.A., a national banking association, as the owner trustee (the “Owner Trustee”) and CITIGROUP TRUST – DELAWARE, N.A., a federally chartered trust company, as the Delaware trustee (the “Issuer Delaware Trustee” and together with the Owner Trustee, the “Trustees” and each a “Trustee”)
ADMINISTRATION AGREEMENT among VOLKSWAGEN AUTO LEASE TRUST 2012-A, as Issuer VW CREDIT, INC., as Administrator and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee Dated as of June 21, 2012Administration Agreement • June 15th, 2012 • Volkswagen Auto Lease Trust 2012-A • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of June 21, 2012, is between VOLKSWAGEN AUTO LEASE TRUST 2012-A, a Delaware statutory trust (the “Issuer”), VW CREDIT, INC., a Delaware corporation, as administrator (“VCI” or in its capacity as administrator, the “Administrator”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, 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 June 21, 2012 (the “Indenture”) by and between the Issuer and the Indenture Trustee.
