and -------------------------------------- ----------------------------------- have entered and/or anticipate entering into one or more transactions (each a "Transaction") that are or will be governed by this Master Agreement, which includes the...Master Agreement • October 17th, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
NILT TRUST, as UTI Beneficiary, and NISSAN MOTOR ACCEPTANCE CORPORATION, as ServicerServicing Agreement • August 31st, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • California
andTrust Agreement • November 12th, 2003 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
NILT TRUST,Security Agreement • November 12th, 2003 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
NILT TRUSTTrust Agreement • May 18th, 2006 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
EXHIBIT 3.2 LIMITED LIABILITY COMPANY AGREEMENTLimited Liability Company Agreement • August 31st, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
Exhibit 99.1 ------------------------------------------------------------------------------ NISSAN AUTO LEASE TRUST 2005-A, U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee and as Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities...Control Agreement • October 17th, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
NILT TRUST,Security Agreement • October 17th, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
Exhibit 4.1 NISSAN AUTO LEASE TRUST 2003-ANissan Auto Leasing LLC Ii • November 12th, 2003 • Asset-backed securities • New York
EXHIBIT 10.1 AGREEMENT OF DEFINITIONSAgreement • October 17th, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
NILT TRUST, as UTI Beneficiary, and NISSAN MOTOR ACCEPTANCE CORPORATION, as Servicer, 2005-A SERVICING SUPPLEMENTNissan Auto Leasing LLC Ii • October 17th, 2005 • Asset-backed securities • California
LIMITED LIABILITY COMPANY AGREEMENT OF NILT LLCLimited Liability Company Agreement • April 6th, 2021 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This Limited Liability Company Agreement (together with the schedules attached hereto, this “Agreement”) of NILT LLC (the “Company”), is entered into by Nissan Motor Acceptance Company LLC, a Delaware limited liability company (“NMAC”), as the sole equity member (the “Member”), and Kevin P. Burns and Cheryl A. Lawrence, as the Independent Managers (as defined on Schedule A hereto). Capitalized terms used and not otherwise defined herein have the meanings set forth on Schedule A hereto.
NISSAN AUTO LEASING LLC II, as Depositor, and as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of [•] [•], 20[•]Trust Agreement • February 3rd, 2022 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This Amended and Restated Trust Agreement (this “Agreement”), dated as of [•] [•], 20[•], is between Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as depositor (the “Depositor”), and [•], a [•], as trustee (the “Owner Trustee”).
NISSAN AUTO LEASE TRUST 20[•]-[•], NISSAN MOTOR ACCEPTANCE COMPANY LLC, as Administrative Agent, NISSAN AUTO LEASING LLC II, as Depositor, and as Indenture Trustee TRUST ADMINISTRATION AGREEMENT Dated as of [•] [•], 20[•]Trust Administration Agreement • February 3rd, 2022 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Trust Administration Agreement, dated as of [•] [•], 20[•] (this “Agreement”), is among Nissan Auto Lease Trust 20[•]-[•], a Delaware statutory trust (the “Issuing Entity”), Nissan Motor Acceptance Company LLC, a Delaware limited liability company (“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 [•], a [•] (“[•]”), as indenture trustee (the “Indenture Trustee”).
FIRST AMENDMENT TO SERVICING AGREEMENTServicing Agreement • May 18th, 2006 • Nissan Auto Leasing LLC Ii • Asset-backed securities
NILT TRUST,Trust and Servicing Agreement • August 31st, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities
NISSAN AUTO LEASE TRUST 20[•]-[•] [[•]% Asset Backed Notes, Class A-1] [•]% Asset Backed Notes, Class A-2 [•]% Asset Backed Notes, Class A-3 [•]% Asset Backed Notes, Class A-4 [•]% Asset Backed Notes, Class B] UNDERWRITING AGREEMENTUnderwriting Agreement • October 12th, 2021 • 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 $[•] 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 [•] [•], 20[•] (the “Indenture”), between the Trust and [•], 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 [•] [•], 20[•] (the “Trust Agreement”), between the Depositor and [•], 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 2020-A, as Issuer NISSAN MOTOR ACCEPTANCE CORPORATION, as Sponsor and Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of January 27, 2020Asset Representations Review Agreement • January 28th, 2020 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of January 27, 2020 (this “Agreement”), among NISSAN AUTO LEASE TRUST 2020-A, 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”).
and NISSAN AUTO LEASE TRUST 2005-A, as TransfereeCertificate Transfer Agreement • October 17th, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
LIMITED LIABILITY COMPANY AGREEMENT OF NISSAN AUTO LEASING LLC IILimited Liability Company Agreement • July 30th, 2021 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This Limited Liability Company Agreement of Nissan Auto Leasing LLC II, a Delaware limited liability company (the “Company”), dated as of October 29, 2001, is entered into by Nissan Motor Acceptance Corporation, a California corporation, as the sole member (“NMAC” or the “Member”), and H. Edward Matveld and Cheryl A. Lawrence, as the Independent Managers.
ASSET REPRESENTATIONS REVIEW AGREEMENT among NISSAN AUTO LEASE TRUST 2020-B, as Issuing Entity NISSAN MOTOR ACCEPTANCE CORPORATION, as Sponsor and Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of September...Asset Representations Review Agreement • September 30th, 2020 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT, dated as of September 29, 2020 (this “Agreement”), among NISSAN AUTO LEASE TRUST 2020-B, a Delaware statutory trust, as Issuing Entity (the “Issuing Entity”), 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”).
NISSAN AUTO LEASE TRUST 20[•]-[•], NISSAN MOTOR ACCEPTANCE CORPORATION, as Administrative Agent, NISSAN AUTO LEASING LLC II, as Depositor, and [U.S. BANK NATIONAL ASSOCIATION], as Indenture TrusteeTrust Administration Agreement • April 5th, 2011 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Trust Administration Agreement, dated as of [•], 20[•] (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is among Nissan Auto Lease Trust 20[•]-[•], 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 2009-A $208,000,000 1.04335% Asset Backed Notes, Class A-1 $304,000,000 2.01% Asset Backed Notes, Class A-2 $485,000,000 2.92% Asset Backed Notes, Class A-3 $85,610,000 3.51% Asset Backed Notes, Class A-4 UNDERWRITING AGREEMENTUnderwriting Agreement • June 3rd, 2009 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), and Nissan Auto Leasing LLC II, a Delaware limited liability company (the “Depositor”), hereby confirm their agreement with Banc of America Securities LLC (the “Representative”) and the several underwriters named in Schedule A hereto (together with the Representative, collectively, the “Underwriters”) with respect to the purchase by the Underwriters of $208,000,000 aggregate principal amount of 1.04335% Asset Backed Notes, Class A-1 (the “Class A-1 Notes”), $304,000,000 aggregate principal amount of 2.01% Asset Backed Notes, Class A-2 (the “Class A-2 Notes”), $485,000,000 aggregate principal amount of 2.92% Asset Backed Notes, Class A-3 (the “Class A-3 Notes”) and $85,610,000 aggregate principal amount of 3.51% Asset Backed Notes, Class A-4 (the “Class A-4 Notes”) (collectively, the Class A-1 Notes, the Class A-2 Notes, the Class A-3 Notes and the Class A-4 Notes are referred to herein as the “Notes”), of Nissan Au
Exhibit 10.9 NISSAN AUTO LEASE TRUST 2005-A, NISSAN MOTOR ACCEPTANCE CORPORATION, as Administrative Agent,Trust Administration Agreement • October 17th, 2005 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
NISSAN MOTOR ACCEPTANCE CORPORATION, as Grantor and Beneficiary, as Trustee, NISSAN MOTOR ACCEPTANCE CORPORATION, as Administrator and WILMINGTON TRUST COMPANY, as Delaware Trustee SECOND AMENDMENT TO AMENDED AND RESTATED TRUST AGREEMENT Dated as of...Trust Agreement • April 6th, 2021 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This Second Amendment (this “Amendment”) to the Amended and Restated Trust Agreement is dated as of March 31, 2021, and is entered into by and between Nissan Motor Acceptance Corporation (“NMAC”), as Grantor and Beneficiary, and as Administrator, U.S. Bank Trust National Association, as Trustee, and Wilmington Trust Company, as Delaware Trustee. Capitalized terms used herein that are not otherwise defined shall have the meanings ascribed thereto in the Amended and Restated Trust Agreement dated as of March 1, 1999 (the “Trust Agreement”), by and between the parties hereto.
MASTER AGREEMENTMaster Agreement • May 18th, 2006 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
[Swap Counterparty] and Nissan Auto Lease Trust 200[_]-[_] have entered and/or anticipate entering into one or more transactions (each a “Transaction”) that are or will be governed by this Master Agreement, which includes the schedule (the “Schedule”), and the documents and other confirming evidence (each a “Confirmation”) exchanged between the parties confirming those Transactions.
NISSAN-INFINITI LT LLC, as Titling Company, NILT LLC, and NISSAN MOTOR ACCEPTANCE COMPANY LLC, as Servicer AMENDED AND RESTATED SERVICING AGREEMENT Dated as of April 1, 2021Servicing Agreement • April 6th, 2021 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Amended and Restated Servicing Agreement, dated as of April 1, 2021, is between Nissan-Infiniti LT LLC, a Delaware limited liability (the “Titling Company”), Nissan Motor Acceptance Company LLC (“NMAC”), a Delaware limited liability company, as servicer (the “Servicer”), and NILT LLC, a Delaware limited liability company (“NILT LLC”), as initial member of the Titling Company (in such capacity, the “Member”).
NISSAN-INFINITI LT LLC, as Titling Company, NILT LLC, as Member, and NISSAN MOTOR ACCEPTANCE COMPANY LLC, as Servicer, 20[•]-[•] SERIES SERVICING SUPPLEMENT Dated as of [•] [•], 20[•]Servicing Supplement • February 3rd, 2022 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This 20[•]-[•] Series Servicing Supplement, dated as of [•] [•], 20[•] (this “20[•]-[•] Servicing Supplement”), is by and between Nissan-Infiniti LT LLC, a Delaware limited liability company (the “Titling Company”), NILT LLC, a Delaware limited liability company, as the member of the Titling Company (in such capacity, the “Member”), and Nissan Motor Acceptance Company, a Delaware limited liability company (“NMAC”), as servicer (the “Servicer”).
NILT LLC][NISSAN MOTOR ACCEPTANCE COMPANY LLC], as Transferor, and NISSAN AUTO LEASING LLC II, as Transferee SERIES CERTIFICATE SALE AGREEMENT Dated as of [•] [•], 20[•]Series Certificate Sale Agreement • February 3rd, 2022 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Series Certificate Sale Agreement, dated as of [•] [•], 20[•] (this “Agreement”), is between [NILT LLC, a Delaware limited liability company (“NILT LLC”)][Nissan Motor Acceptance Company LLC, a Delaware limited liability company “NMAC”), as transferor (the “Transferor”), and Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as transferee (the “Transferee”).
NISSAN AUTO LEASE TRUST 2007-A, U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee and as Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary CONTROL AGREEMENT Dated as of July 31, 2007Control Agreement • August 6th, 2007 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Control Agreement (this “Agreement”), dated as of July 31, 2007 (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is among Nissan Auto Lease Trust 2007-A, a statutory trust formed pursuant to the laws of the State of Delaware (the “Issuing Entity”), U.S. Bank National Association (“U.S. Bank”), in its capacity as indenture trustee (the “Indenture Trustee”) on behalf of the holders of the Notes (the “Secured Party”) under the Indenture, dated as of July 31, 2007 (the “Indenture”), by and between the Issuing Entity and the Indenture Trustee, and U.S. Bank, in its capacity as securities intermediary (the “Securities Intermediary”).
NISSAN AUTO LEASE TRUST 2009-A, U.S. BANK NATIONAL ASSOCIATION, as Indenture Trustee and as Secured Party, and U.S. BANK NATIONAL ASSOCIATION, as Securities Intermediary CONTROL AGREEMENT Dated as of June 9, 2009Control Agreement • June 12th, 2009 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Control Agreement, dated as of June 9, 2009 (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is among Nissan Auto Lease Trust 2009-A, a statutory trust formed pursuant to the laws of the State of Delaware (the “Issuing Entity”), U.S. Bank National Association, a national banking association (“U.S. Bank”), in its capacity as securities intermediary (the “Securities Intermediary”), and in its capacity as indenture trustee (the “Indenture Trustee”) on behalf of the holders of the Notes (the “Secured Party”) under the Indenture, dated as of June 9, 2009 (the “Indenture”), by and between the Issuing Entity and the Indenture Trustee.
NISSAN AUTO LEASING LLC II, as Depositor, and NISSAN AUTO LEASE TRUST 20[•]-[•], as Transferee SERIES CERTIFICATE TRANSFER AGREEMENT Dated as of [•] [•], 20[•]Series Certificate • February 3rd, 2022 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Series Certificate Transfer Agreement, dated as of [•] [•], 20[•] (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 20[•]-[•], a Delaware statutory trust (the “Issuing Entity”), as transferee (in such capacity, the “Transferee”).
NISSAN AUTO LEASING LLC II, as Depositor, and NISSAN AUTO LEASE TRUST 2018-A, as Transferee TRUST SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of October 24, 2018Transfer Agreement • October 25th, 2018 • Nissan Auto Leasing LLC Ii • Asset-backed securities • New York
This Trust SUBI Certificate Transfer Agreement, dated as of October 24, 2018 (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 2018-A, a Delaware statutory trust (the “Issuing Entity”), as transferee (in such capacity, the “Transferee”).
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 29th, 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”).
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 September 29, 2020Titling Trust Agreement • September 30th, 2020 • Nissan Auto Leasing LLC Ii • Asset-backed securities • Delaware
This 2020-B SUBI Supplement, dated as of September 29, 2020 (this “2020-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”).
