Common use of No Repossession Clause in Contracts

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: with a copy to If to the Indenture Trustee: If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer If to the Servicer: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), Volkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), VW Credit, Inc., a Delaware corporation (“VCI”), and [ ], a national banking association (the “Indenture Trustee”), on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby transfer, assign, set over, sell and otherwise convey to the Issuer on [ ], all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of Seller’s rights under the Purchase Agreement and all proceeds of the foregoing; which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in any assumption by the Issuer of any obligation of the Originator to the Obligors, the Dealers or any other Person in connection with the Receivables, or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC By: Name: Title: By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants and covenants to the Issuer and the Indenture Trustee as follows on the Closing Date:

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Schedule I-3 Schedule I to the Sale and Servicing Agreement If to the Issuer: [ ] with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: with a copy [ ] [If to the Issuer Delaware Trustee: [ ]] If to the Indenture Trustee: [ ] If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer If to the Servicer: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer Schedule II-1 Schedule II to the Sale and Servicing Agreement with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel If to [Rating Agency]: [ ] If to [Rating Agency]: [ ] If to the Asset Representations Reviewer: [ ] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), Volkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), VW Credit, Inc., a Delaware corporation (“VCI”), and [ ], a national banking association [ ] (the “Indenture Trustee”), on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby transfer, assign, set over, sell and otherwise convey to the Issuer on [ ], all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of Seller’s rights under the Purchase Agreement and all proceeds of the foregoing; which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in any assumption by the Issuer of any obligation of the Originator to the Obligors, the Dealers or any other Person in connection with the Receivables, or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC By: Name: Title: By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants and covenants to the Issuer and the Indenture Trustee as follows on the Closing Date:

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: [ ] with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: with a copy [ ] [If to the Issuer Delaware Trustee: [ ]] If to the Indenture Trustee: [ ] If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer If to the Servicer: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel If to [Rating Agency]: [ ] If to [Rating Agency]: [ ] If to the Asset Representations Reviewer: [ ] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), Volkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), VW Credit, Inc., a Delaware corporation (“VCI”), and [ ], a national banking association [ ] (the “Indenture Trustee”), on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby transfer, assign, set over, sell and otherwise convey to the Issuer on [ ], all right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereof, the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of Seller’s rights under the Purchase Agreement and all proceeds of the foregoing; which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in any assumption by the Issuer of any obligation of the Originator to the Obligors, the Dealers or any other Person in connection with the Receivables, or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC By: Name: Title: By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants and covenants to the Issuer and the Indenture Trustee as follows on the Closing Date:

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: with a copy to If to the Indenture Trustee: If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer If to the Servicer: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Drive Herndon, Virginia 20171 (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Asset Backed Surveillance Group For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], a Delaware statutory trust (the “Issuer”), Volkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), VW Credit, Inc., a Delaware corporation (“VCI”), and [ ], a national banking association (the “Indenture Trustee”), on the terms and subject to the conditions set forth in the Agreement, the Seller does hereby transfer, assign, set over, sell and otherwise convey to the Issuer on [ ], all of its right, title and interest of the Seller, whether now owned or hereafter acquired, in, to and under the Receivables set forth on the schedule of Receivables delivered by the Seller to the Issuer on the date hereofhereof (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivable Files and the Related Security relating thereto, together with all of Seller’s rights under the Purchase Agreement and all proceeds of the foregoing; which sale shall be effective as of the Cut-Off Date. The foregoing sale does not constitute and is not intended to result in any assumption by the Issuer of any obligation of the Originator to the Obligors, the Dealers or any other Person in connection with the Receivables, or the other assets and properties conveyed hereunder or any agreement, document or instrument related thereto. This assignment is made pursuant to and upon the representations, warranties and agreements on the part of the undersigned contained in the Agreement and is governed by the Agreement. Capitalized terms used herein and not otherwise defined shall have the meaning assigned to them in the Agreement. IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC By: Name: Title: By: Name: Title: In addition to the representations, warranties and covenants contained in the Agreement, the Seller hereby represents, warrants and covenants to the Issuer and the Indenture Trustee as follows on the Closing Date: