SUBI SALE AGREEMENT dated as of October 4, 2019 between VW CREDIT, INC., as Seller and VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as BuyerSubi Sale Agreement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • 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 2019-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...Transaction Subi Supplement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities
THIS TRANSACTION SUBI SUPPLEMENT 2019-A TO ORIGINATION TRUST AGREEMENT (as amended, modified or supplemented from time to time, the “Transaction SUBI Supplement”), dated and effective as of October 4, 2019 is between VW CREDIT, INC., a Delaware corporation (“VCI” and, 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” and, together with the UTI Trustee, the Administrative Trustee and Wilmington Trust Company, as Delaware Trustee (the “Delaware T
SUBI TRANSFER AGREEMENT dated as of October 4, 2019 between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as Seller and VOLKSWAGEN AUTO LEASE TRUST 2019-A, as BuyerSubi Transfer Agreement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • 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 October 4, 2019 by VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company (the “Seller”), and VOLKSWAGEN AUTO LEASE TRUST 2019-A, a Delaware statutory trust (the “Buyer”).
VOLKSWAGEN AUTO LEASE TRUST 2019-A AMENDED AND RESTATED TRUST AGREEMENT between VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as the Transferor, and DEUTSCHE BANK TRUST COMPANY DELAWARE, as the Owner Trustee Dated as of October 4, 2019Trust Agreement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT is made as of October 4, 2019 (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”), and DEUTSCHE BANK TRUST COMPANY DELAWARE, a Delaware banking corporation, as the owner trustee (the “Owner Trustee”).
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 2019-A TO SERVICING AGREEMENT Dated as of October 4, 2019Transaction Subi Supplement to Servicing Agreement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York
THIS TRANSACTION SUBI SUPPLEMENT 2019-A TO SERVICING AGREEMENT (as amended, modified or supplemented from time to time, the “Transaction SUBI Servicing Supplement”), dated as of October 4, 2019, 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”).
ADMINISTRATION AGREEMENT among VOLKSWAGEN AUTO LEASE TRUST 2019-A, as Issuer VW CREDIT, INC., as Administrator and CITIBANK, N.A., as Indenture Trustee Dated as of October 4, 2019Administration Agreement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York
THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of October 4, 2019, is between VOLKSWAGEN AUTO LEASE TRUST 2019-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 CITIBANK, N.A., a national banking association, 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 October 4, 2019 (the “Indenture”) by and between the Issuer and the Indenture Trustee.
ASSET REPRESENTATIONS REVIEW AGREEMENT VOLKSWAGEN AUTO LEASE TRUST 2019-A, as Issuer and VW CREDIT, INC., as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of October 4, 2019Asset Representations Review Agreement • October 4th, 2019 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York
This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), is entered into as of October 4, 2019, by and among VOLKSWAGEN AUTO LEASE TRUST 2019-A, a Delaware statutory trust, as issuer (the “Issuer”), VW CREDIT, INC., a Delaware corporation (“VCI”), as servicer (in such capacity, the “Servicer”), and CLAYTON FIXED INCOME SERVICES LLC, a Delaware limited liability company, as asset representations reviewer (the “Asset Representations Reviewer”).
