ADMINISTRATION AGREEMENT AMONG WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2013-A, AS ISSUING ENTITY WORLD OMNI FINANCIAL CORP., AS ADMINISTRATOR AND THE BANK OF NEW YORK MELLON, AS INDENTURE TRUSTEE DATED AS OF SEPTEMBER 18, 2013Administration Agreement • September 18th, 2013 • World Omni LT • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of September 18, 2013, is between WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2013-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 September 18, 2013 (the “Indenture”) by and between the Issuing Entity and the Indenture Trustee.
UNDERWRITING AGREEMENT FOR THE NOTES WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2013-AUnderwriting Agreement • September 18th, 2013 • World Omni LT • 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 Depositor and Deutsche Bank Trust Company Delaware, 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).
EXCHANGE NOTE SALE AGREEMENT dated as of September 18, 2013 between AUTO LEASE FINANCE LLC, as Seller and WORLD OMNI AUTO LEASING LLC, as BuyerExchange Note Sale Agreement • September 18th, 2013 • World Omni LT • Asset-backed securities • New York
THIS EXCHANGE NOTE SALE AGREEMENT is made and entered into as of September 18, 2013 (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”).
TRUST AGREEMENT between WORLD OMNI AUTO LEASING LLC, as Depositor, and DEUTSCHE BANK TRUST COMPANY DELAWARE, as Owner Trustee Dated September 18, 2013Trust Agreement • September 18th, 2013 • World Omni LT • Asset-backed securities • Delaware
This TRUST AGREEMENT is dated September 18, 2013 between WORLD OMNI AUTO LEASING LLC, a Delaware limited liability company, as depositor (the “Depositor”), and DEUTSCHE BANK TRUST COMPANY DELAWARE, as owner trustee (not in its individual capacity, but solely as owner trustee, the “Owner Trustee”).
EXCHANGE NOTE TRANSFER AGREEMENT dated as of September 18, 2013 between WORLD OMNI AUTO LEASING LLC, as Depositor and WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2013-A, as Issuing Entity and BuyerExchange Note Transfer Agreement • September 18th, 2013 • World Omni LT • 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 September 18, 2013 by WORLD OMNI AUTO LEASING LLC, a Delaware limited liability company (the “Depositor”), and WORLD OMNI AUTOMOBILE LEASE SECURITIZATION TRUST 2013-A, a Delaware statutory trust (the “Buyer” or the “Issuing Entity”).
WORLD OMNI LT 2013-A 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 • September 18th, 2013 • World Omni LT • Asset-backed securities • New York
THIS 2013-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 September 18, 2013, 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”).
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 2013-A TO CLOSED-END SERVICING AGREEMENT Dated as of September 18, 2013Closed-End Servicing Agreement • September 18th, 2013 • World Omni LT • Asset-backed securities • New York
THIS EXCHANGE NOTE SERVICING SUPPLEMENT 2013-A TO CLOSED-END SERVICING AGREEMENT (as amended, modified or supplemented from time to time, the “Exchange Note Servicing Supplement”), dated as of September 18, 2013, 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”).
