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: c/o Wells Fargo Delaware Trust Company, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust Company, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – USAA 2010-1 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group II-2 Schedule II to the Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24, 2010, between USAA Auto Owner Trust 2010-1, a Delaware statutory trust (the “Issuer”), USAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings Bank, a federally chartered savings association (the “Bank”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date, all of its right, title and interest 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 on or 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 undersigned or the Originator to the Obligors 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. By: Name: Title: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 2 contracts

Sources: Sale and Servicing Agreement (USAA Auto Owner Trust 2010-1), Sale and Servicing Agreement (USAA Auto Owner Trust 2010-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. 708320802 14443670 I-4 Schedule I to the If to the Issuer: c/o Wells Fargo Delaware Trust Company, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust Company, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The U.S. Bank of New York Mellon National Association ▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇Street, 4 West New York7th Floor Chicago, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Illinois 60603 Attention: Corporate Trust Administration – USAA 20102014-1 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇ San Antonio▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇, Texas 78288 Telecopier No.▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President 708320802 14443670 II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group 708320802 14443670 II-2 Schedule II to the Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 2428, 20102014, between USAA Auto Owner Trust 20102014-1, a Delaware statutory trust (the “Issuer”), USAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings Bank, a federally chartered savings association (the “Bank”), and The U.S. Bank of New York MellonNational Association, a national banking corporation organized under the laws of the State of New York association, as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date, all of its right, title and interest 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 on or 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 undersigned or the Originator to the Obligors 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. 708320802 14443670 A-1 Exhibit A to the IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. By: Name: Title: 708320802 14443670 A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 2 contracts

Sources: Sale and Servicing Agreement (USAA Auto Owner Trust 2014-1), Sale and Servicing Agreement (Usaa Acceptance LLC)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. 716542789 15481814 I-4 Schedule I to the Sale and Servicing Agreement If to the Issuer: c/o Wells Fargo Delaware Trust Company, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust Company, National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The U.S. Bank of New York Mellon National Association ▇▇▇ ▇. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇Street, 4 West New York7th Floor Chicago, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Illinois 60603 Attention: Corporate Trust Administration – USAA 20102015-1 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇Broker▇. ▇▇▇▇▇▇, Vice President President, Treasurer If to the Seller: USAA Acceptance, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. ▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇ ▇▇▇ ▇▇▇) ▇▇▇-▇, ▇▇▇▇▇ ▇▇▇▇▇ Attention: ▇▇▇Broker▇. ▇▇▇▇▇▇, Vice President President, Treasurer 716542789 15481814 II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group 716542789 15481814 II-2 Schedule II to the Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24July 29, 20102015, between USAA Auto Owner Trust 20102015-1, a Delaware statutory trust (the “Issuer”), USAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings Bank, a federally chartered savings association (the “Bank”), and The U.S. Bank of New York MellonNational Association, a national banking corporation organized under the laws of the State of New York association, as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date, all of its right, title and interest 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 on or 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 undersigned or the Originator to the Obligors 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. By: Name: Title: 716542789 15481814 A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Usaa Acceptance LLC), Sale and Servicing Agreement (USAA Auto Owner Trust 2015-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: c/o Wells Fargo Delaware Trust CompanyCitibank, National Association N.A., ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Agency & Trust – VALET 2021-1 with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A., ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Attention: Agency & Trust – VALET 2021-1 If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration TelephoneVALET 2021-1 If to the Indenture Trustee: (▇▇▇) ▇▇▇-▇U.S. Bank National Association ▇▇▇ Facsimile: (▇. ▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust CompanyStreet, National Association Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2021-1 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ▇▇Treasurer If to the Servicer: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – USAA 2010-1 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ABS Monitoring Group Treasurer with a copy to VW Credit, Inc. If to Standard & Poor’sVCI: Standard & Poor’s VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel If to S&P: S&P Global Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Asset Backed Surveillance Group II-2 Schedule II If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ If to the Sale and Servicing Agreement Asset Representations Reviewer: Via electronic mail: ▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ And to: ▇▇▇▇▇▇▇ Fixed Income Services LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Attention: Legal Department Email: ▇▇▇▇▇@▇▇▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24December 13, 20102021, between USAA Volkswagen Auto Owner Loan Enhanced Trust 20102021-1, a Delaware statutory trust (the “Issuer”), USAA AcceptanceVolkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings BankVW Credit, Inc., a federally chartered savings Delaware corporation (“VCI”), and U.S. Bank National Association, a national banking association (the “BankIndenture Trustee”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date[ ], 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 hereof, the Collections on or 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 undersigned or the Originator to the Obligors 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: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 2 contracts

Sources: Sale and Servicing Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC), Sale and Servicing Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: c/o Wells Fargo Delaware Trust Company, National Association Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust Company, National Association Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – USAA 20102009-1 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group II-2 Schedule II to the Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24April 22, 20102009, between USAA Auto Owner Trust 20102009-1, a Delaware statutory trust (the “Issuer”), USAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings Bank, a federally chartered savings association (the “Bank”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date, all of its right, title and interest 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 on or 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 undersigned or the Originator to the Obligors 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. By: Name: Title: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 1 contract

Sources: Sale and Servicing Agreement (USAA Auto Owner Trust 2009-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: c/o Wells Fargo Deutsche Bank Trust Company Delaware Trust Company, National Association 1▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Newark, DE 19713 Attention: VALET252 with a copy to Deutsche Bank National Trust Company 1▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Santa Ana, California 92705 Attention: Asset Backed Securities – VALET252 and with copies to the Administrator, VCI, and the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 1▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Newark, DE 19713 Attention: VALET252 with a copy to Deutsche Bank National Trust Company 1▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Santa Ana, California 92705 Attention: Asset Backed Securities – VALET252 If to the Indenture Trustee: U.S. Bank Trust Company, National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-2 If to the Intermediary: U.S. Bank National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-2 Schedule II-1 Schedule II to the Sale and Servicing Agreement If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee Attention: Treasurer If to the Owner TrusteeServicer: ▇▇▇▇▇ Fargo Delaware Trust CompanyVW Credit, National Association ▇▇▇ ▇▇Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ▇▇▇Treasurer with a copy to VCI If to VCI: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: ▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Corporate Trust Administration – USAA 2010-1 If to the BankTreasurer with a copy to: VW Credit, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ San Antonio▇▇▇▇ ▇▇▇▇▇▇, Texas 78288 Telecopier No.: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement General Counsel If to Moody’s: M▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇100 Broadway New York, New York 10005 If to Fitch: Fitch Ratings, Inc. 3▇▇ ▇▇▇▇▇. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier NoFax no.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group II-2 Schedule II If to the Sale and Servicing Agreement Asset Representations Reviewer: Via email: A▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ With a copy to: C▇▇▇▇▇▇ Fixed Income Services LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: l▇▇▇▇@▇▇▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24November 25, 20102025, between USAA Volkswagen Auto Owner Loan Enhanced Trust 20102025-12, a Delaware statutory trust (the “Issuer”), USAA AcceptanceVolkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings BankVW Credit, Inc., a federally chartered savings Delaware corporation (“VCI”), and U.S. Bank Trust Company, National Association, a national banking association (the “BankIndenture Trustee”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing DateNovember 25, 2025, 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 hereof, the Collections on or 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 undersigned or the Originator to the Obligors 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: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: c/o Wells Fargo Delaware Trust Company, National Association Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust Company, National Association Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – USAA 20102008-1 3 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group II-2 Schedule II to the Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24July 23, 20102008, between USAA Auto Owner Trust 20102008-13, a Delaware statutory trust (the “Issuer”), USAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings Bank, a federally chartered savings association (the “Bank”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date, all of its right, title and interest 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 on or 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 undersigned or the Originator to the Obligors 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. By: Name: Title: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 1 contract

Sources: Sale and Servicing Agreement (USAA Auto Owner Trust 2008-3)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: c/o Wells Fargo Deutsche Bank Trust Company Delaware Trust Company, National Association 1▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Newark, DE 19713 Attention: VALET252 with a copy to Deutsche Bank National Trust Company 1▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Santa Ana, California 92705 Attention: Asset Backed Securities – VALET252 and with copies to the Administrator, VCI, and the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 1▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Newark, DE 19713 Attention: VALET252 with a copy to Deutsche Bank National Trust Company 1▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ Santa Ana, California 92705 Attention: Asset Backed Securities – VALET252 If to the Indenture Trustee: U.S. Bank Trust Company, National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-2 If to the Intermediary: U.S. Bank National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-2 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee Attention: Treasurer If to the Owner TrusteeServicer: ▇▇▇▇▇ Fargo Delaware Trust CompanyVW Credit, National Association ▇▇▇ ▇▇Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ▇▇▇Treasurer with a copy to VCI If to VCI: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: ▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Corporate Trust Administration – USAA 2010-1 If to the BankTreasurer with a copy to: VW Credit, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ San Antonio▇▇▇▇ ▇▇▇▇▇▇, Texas 78288 Telecopier No.: ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement General Counsel If to Moody’s: M▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇100 Broadway New York, New York 10005 If to Fitch: Fitch Ratings, Inc. 3▇▇ ▇▇▇▇▇. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier NoFax no.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group II-2 Schedule II If to the Sale and Servicing Agreement Asset Representations Reviewer: Via email: A▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ With a copy to: C▇▇▇▇▇▇ Fixed Income Services LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: l▇▇▇▇@▇▇▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24November 25, 20102025, between USAA Volkswagen Auto Owner Loan Enhanced Trust 20102025-12, a Delaware statutory trust (the “Issuer”), USAA AcceptanceVolkswagen Auto Lease/Loan Underwritten Funding, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings BankVW Credit, Inc., a federally chartered savings Delaware corporation (“VCI”), and U.S. Bank Trust Company, National Association, a national banking association (the “BankIndenture Trustee”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing DateNovember 25, 2025, 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 hereof, the Collections on or 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 undersigned or the Originator to the Obligors 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: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 1 contract

Sources: Sale and Servicing Agreement (Volkswagen Auto Lease/Loan Underwritten Funding, LLC)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. If to the Issuer: c/o Wells Fargo Delaware Trust Company, National Association Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the Owner Trustee: ▇▇▇▇▇ Fargo Delaware Trust Company, National Association Company ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: The Bank of New York Mellon ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, 4 West New York, New York 10286 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Corporate Trust Administration – USAA 20102009-1 2 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President If to the Seller: USAA Acceptance, LLC ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ▇▇▇▇ Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: ▇▇▇▇▇’▇ Investors Service, Inc. 7 World Trade Center ▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance Group II-2 Schedule II to the Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 24November 13, 20102009, between USAA Auto Owner Trust 20102009-12, a Delaware statutory trust (the “Issuer”), USAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), USAA Federal Savings Bank, a federally chartered savings association (the “Bank”), and The Bank of New York Mellon, a banking corporation organized under the laws of the State of New York as 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 without recourse (subject to the obligations in the Agreement) on the Closing Date, all of its right, title and interest 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 on or 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 undersigned or the Originator to the Obligors 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. By: Name: Title: A-2 Exhibit A to the Sale and Servicing Agreement 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:

Appears in 1 contract

Sources: Sale and Servicing Agreement (USAA Auto Owner Trust 2009-2)