NISSAN AUTO LEASING LLC II, as Depositor, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of July 24, 2019Trust Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This Amended and Restated Trust Agreement (this “Agreement”), dated as of July 24, 2019, is between Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as depositor (the “Depositor”), and Wilmington Trust, National Association, a national banking association with trust powers (“Wilmington Trust”), as trustee (the “Owner Trustee”).
NISSAN AUTO LEASE TRUST 2019-B NISSAN MOTOR ACCEPTANCE CORPORATION, as Administrative Agent, NISSAN AUTO LEASING LLC II, as Depositor, and U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee TRUST ADMINISTRATION AGREEMENT Dated as of July 24, 2019Trust Administration Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Trust Administration Agreement, dated as of July 24, 2019 (this “Agreement”), is among Nissan Auto Lease Trust 2019-B, a Delaware statutory trust (the “Issuing Entity”), Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), as administrative agent (in such capacity, the “Administrative Agent”), Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as depositor (the “Depositor”), and U.S. Bank National Association, a national banking association (“U.S. Bank”), as indenture trustee (the “Indenture Trustee”).
NISSAN AUTO LEASE TRUST 2019-BUnderwriting Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
Simultaneously with the issuance of the Notes, the Depositor will cause the Trust to issue $256,024,096.62 aggregate amount of Asset Backed Certificates (the “Certificates”). The Notes and the Certificates shall collectively be referred to herein as the “Securities.” The Notes will be issued pursuant to an indenture, dated as of July 24, 2019 (the “Indenture”), between the Trust and U.S. Bank National Association (“U.S. Bank”), as indenture trustee (in such capacity, the “Indenture Trustee”). The Certificates will be issued pursuant to an amended and restated trust agreement, dated as of July 24, 2019 (the “Trust Agreement”), between the Depositor and Wilmington Trust, National Association (“WTNA”), as owner trustee (in such capacity, the “Owner Trustee”). Each Note will represent an obligation of, and each Certificate will represent an undivided interest in, the Trust. The Certificates will be subordinated to the Notes to the extent described in the Indenture and the Trust Agreement.
ASSET REPRESENTATIONS REVIEW AGREEMENT among NISSAN AUTO LEASE TRUST 2019-B, as Issuer NISSAN MOTOR ACCEPTANCE CORPORATION, as Sponsor and Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of July 24, 2019Asset Representations Review Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of July 24, 2019 (this “Agreement”), among NISSAN AUTO LEASE TRUST 2019-B, a Delaware statutory trust, as Issuer (the “Issuer”), NISSAN MOTOR ACCEPTANCE CORPORATION, a California Corporation (“NMAC”), as Sponsor and Servicer, and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as Asset Representations Reviewer (the “Asset Representations Reviewer”).
NILT TRUST, as Grantor and UTI Beneficiary, NISSAN MOTOR ACCEPTANCE CORPORATION, as Servicer, NILT, INC., as Titling Trustee, WILMINGTON TRUST COMPANY, as Delaware Trustee, and as Trust Agent SUPPLEMENT Dated as of July 24, 2019Titling Trust Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This 2019-B SUBI Supplement, dated as of July 24, 2019 (this “2019-B SUBI Supplement”), is among NILT Trust, a Delaware statutory trust (“NILT Trust”), as grantor and initial beneficiary (in such capacity, the “Grantor” and the “UTI Beneficiary,” respectively), Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), as servicer, (the “Servicer”), NILT, Inc., a Delaware corporation, as trustee (the “Titling Trustee”), Wilmington Trust Company, a Delaware corporation with trust powers, as Delaware trustee (the “Delaware Trustee”), and U.S. Bank National Association, a national banking association (“U.S. Bank”), as trust agent (the “Trust Agent”).
NISSAN AUTO LEASING LLC II, as Depositor, and NISSAN AUTO LEASE TRUST 2019-B, as Transferee TRUST SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of July 24, 2019Transfer Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Trust SUBI Certificate Transfer Agreement, dated as of July 24, 2019 (this “Agreement”), is between Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as depositor (the “Depositor”), and Nissan Auto Lease Trust 2019-B, a Delaware statutory trust (the “Issuing Entity”), as transferee (in such capacity, the “Transferee”).
AGREEMENT OF DEFINITIONS by and among NISSAN MOTOR ACCEPTANCE CORPORATION NISSAN AUTO LEASING LLC II NISSAN AUTO LEASE TRUST 2019-B NISSAN-INFINITI LT NILT TRUST NILT, INC. WILMINGTON TRUST, NATIONAL ASSOCIATION WILMINGTON TRUST COMPANY Dated as of...Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Agreement of Definitions (this “Agreement of Definitions”), dated as of July 24, 2019 is by and among Nissan Auto Lease Trust 2019-B, as issuer (the “Issuing Entity”), NILT Trust, a Delaware statutory trust, as grantor and initial beneficiary (in such capacity, the “Grantor” and the “UTI Beneficiary,” respectively), and as transferor, Nissan-Infiniti LT, a Delaware statutory trust (the “Titling Trust”), Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), in its individual capacity, as servicer and as administrative agent (in such capacity, the “Servicer” and the “Administrative Agent,” respectively), Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), NILT, Inc., a Delaware corporation, as trustee to the Titling Trust (the “Titling Trustee”), Wilmington Trust, National Association, a national banking association with trust powers, as owner trustee (the “Owner Trustee”), Wilmington Trust Company, a Delaware corporation with trust powers
NISSAN-INFINITI LT, as Titling Trust, NILT TRUST, as Grantor and UTI Beneficiary, and NISSAN MOTOR ACCEPTANCE CORPORATION, as Servicer, 2019-B SUBI SERVICING SUPPLEMENT Dated as of July 24, 2019Basic Servicing Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • California
This 2019-B SUBI Servicing Supplement, dated as of July 24, 2019 (this “2019-B Servicing Supplement”), is among Nissan-Infiniti LT, a Delaware statutory trust (the “Titling Trust”), NILT Trust, a Delaware statutory trust, as grantor and initial beneficiary of the Titling Trust (in such capacities, the “Grantor” and the “UTI Beneficiary,” respectively), and Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), as servicer (the “Servicer”).
NILT TRUST, as Transferor, and NISSAN AUTO LEASING LLC II, as Transferee SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of July 24, 2019Transfer Agreement • July 18th, 2019 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This SUBI Certificate Transfer Agreement, dated as of July 24, 2019 (this “Agreement”), is between NILT Trust, a Delaware statutory trust (“NILT Trust”), as transferor (the “Transferor”), and Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as transferee (the “Transferee”).
