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 U.S. Bank Trust National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Wilmington, DE 19805 Attention: Structured Finance/VALET 2025-1 with a copy to U.S. Bank Trust National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-1 and with copies to the Administrator, VCI, and the Indenture Trustee If to the Owner Trustee: c/o U.S. Bank Trust National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Wilmington, DE 19805 Attention: Structured Finance/VALET 2025-1 with a copy to U.S. Bank Trust National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-1 If to the Indenture Trustee: Citibank, N.A., 3▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. New York, New York 10013 Attention: Agency & Trust – VALET 2025-1 If to the Intermediary: Citibank, N.A., 3▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. New York, New York 10013 Attention: Agency & Trust – VALET 2025-1 Schedule II-1 Schedule II to the Saleand Servicing Agreement If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer If to the Servicer: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VCI If to VCI: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel If to Moody’s: M▇▇▇▇’▇ Investors Service, Inc. 100 Broadway New York, New York 10005 If to Fitch: Fitch Ratings, Inc. 3▇▇ ▇. ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Fax no.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance If to the 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 March 25, 2025, between Volkswagen Auto Loan Enhanced Trust 2025-1, 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 Citibank, N.A., 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 March 25, 2025, 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:

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 U.S. Bank Trust National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Wilmington, DE 19805 Attention: Structured Finance/VALET 20252023-1 2 with a copy to U.S. Bank Trust National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 20252023-1 2 and with copies to the Administrator, VCI, and the Indenture Trustee If to the Owner Trustee: c/o U.S. Bank Trust National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Wilmington, DE 19805 Attention: Structured Finance/VALET 2025-1 with a copy to U.S. Bank Trust National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 20252023-1 2 If to the Indenture Trustee: Citibank, N.A., 3▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. New York, New York 10013 Attention: Agency & Trust – VALET 20252023-1 2 If to the Intermediary: Citibank, N.A., N.A. 3▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇▇ New York, New York York, 10013 Attention: Agency & Trust VALET 20252023-1 Schedule II-1 Schedule II to the Saleand Servicing Agreement 2 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer If to the Servicer: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VCI If to VCI: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to: VW Credit, Inc. 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel If to Moody’s: M▇▇▇▇’▇ Investors Service, Inc. 100 Broadway 1▇▇ ▇▇▇▇▇▇▇▇ New York, New York 10005 If to Fitch: Fitch Ratings, Inc. 3▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Fax no.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance If to the Asset Representations Reviewer: Via emailelectronic mail: A▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ With a copy And to: C▇▇▇▇▇▇ Fixed Income Services LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, CO 80246 Attention: Legal Department Email: l▇▇▇▇@▇▇▇▇▇▇.▇▇▇ For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of March 25November 21, 20252023, between Volkswagen Auto Loan Enhanced Trust 20252023-12, 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 Citibank, N.A., 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 March 25November 21, 20252023, 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:

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. 716542789 15481814 I-4 Schedule I to the Sale and Servicing Agreement If to the Issuer: c/o U.S. Bank Wells Fargo Delaware Trust Company, National Association 1▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Wilmington, DE 19805 Attention: Structured Finance/VALET 2025-1 with a copy to U.S. Bank Trust National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-1 and with copies to the Administrator, VCI, and the Indenture Trustee If to the Owner Trustee: c/o U.S. Bank Trust National Association 1▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇ ▇▇▇ Wilmington, DE 19805 Attention: Structured Finance/VALET 2025-1 with a copy to U.S. Bank Trust National Association 1▇▇ ▇. ▇▇▇▇▇▇▇ Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2025-1 If to the Indenture Trustee: Citibank, N.A., 3▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. New York, New York 10013 Attention: Agency & Trust – VALET 2025-1 If to the Intermediary: Citibank, N.A., 3▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. New York, New York 10013 Attention: Agency & Trust – VALET 2025-1 Schedule II-1 Schedule II to the Saleand Servicing Agreement If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 1▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. Attention: Corporate Trust Administration Telephone: (▇▇▇) ▇▇▇-▇▇▇▇ Facsimile: (▇▇▇) Attention: Treasurer ▇▇▇-▇▇▇▇ with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to the ServicerOwner Trustee: VW Credit▇▇▇▇▇ Fargo Delaware Trust Company, Inc. 1National Association ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to VCI If to VCI: VW Credit, Inc. 1▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ If to the Indenture Trustee: U.S. Bank National Association ▇▇▇ ▇. ▇▇▇▇▇▇▇ Street, 7th Floor Chicago, Illinois 60603 Attention: USAA 2015-1 If to the Bank, the Servicer or the Administrator: USAA Federal Savings Bank ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ San Antonio, Texas 78288 Attention: ▇▇▇▇▇ ▇▇▇▇ . ▇▇▇▇▇▇, Vice President, Treasurer If to the Seller: USAA Acceptance, LLC ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: Treasurer with a copy to: VW Credit, Inc. 1▇ ▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇ ▇▇▇Attention: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (telecopier no. (▇▇▇) ▇▇▇-▇▇▇▇) Attention: General Counsel Vice President, Treasurer 716542789 15481814 II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: M▇▇▇▇’▇ Investors Service, Inc. 100 Broadway New York, New York 10005 If to Fitch: Fitch Ratings, Inc. 37 World Trade Center ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Fax noTelecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ Telecopier No.: (▇▇▇) ▇▇▇-▇▇▇▇ Attention: Asset Backed Surveillance If Group 716542789 15481814 II-2 Schedule II to the Asset Representations Reviewer: Via email: A▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇ With a copy to: C▇▇▇▇▇▇ Fixed Income Services LLC 7▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ Glendale, Colorado 80246 Attention: Legal Department Email: l▇▇▇▇@▇▇▇▇▇▇.▇▇▇ Sale and Servicing Agreement For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of March 25July 29, 20252015, between Volkswagen USAA Auto Loan Enhanced Owner Trust 20252015-1, a Delaware statutory trust (the “Issuer”), Volkswagen Auto Lease/Loan Underwritten FundingUSAA Acceptance, LLC, a Delaware limited liability company (the “Seller”), VW Credit, Inc.USAA Federal Savings Bank, a Delaware corporation federally chartered savings association (the VCIBank”), and Citibank, N.A.U.S. Bank National Association, a national banking association (the “Indenture Trustee”)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 March 25, 2025the 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 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, the Dealers 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. VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC By: Name: Title: 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)