NISSAN AUTO LEASING LLC II, as Depositor, and WILMINGTON TRUST COMPANY, as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of July 25, 2011Trust Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • Delaware
This Amended and Restated Trust Agreement (as amended, supplemented or otherwise modified from time to time, this “Agreement”), dated as of July 25, 2011, is between Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as depositor (the “Depositor”), and Wilmington Trust Company, a Delaware corporation with trust powers (“Wilmington Trust”), as trustee (the “Owner Trustee”).
NISSAN AUTO LEASE TRUST 2011-A,Trust Administration Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • New York
This Trust Administration Agreement, dated as of July 25, 2011 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is among Nissan Auto Lease Trust 2011-A, 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 Citibank, N.A., a national banking association (“Citibank”), as indenture trustee (the “Indenture Trustee”).
NISSAN-INFINITI LT, as Titling Trust, NILT TRUST, as Grantor and UTI Beneficiary, and NISSAN MOTOR ACCEPTANCE CORPORATION, as Servicer,Basic Servicing Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • California
This 2011-A SUBI Servicing Supplement, dated as of July 25, 2011 (as amended, supplemented or otherwise modified, this “2011-A Servicing Supplement”), is among Nissan-Infiniti LT, a Delaware statutory trust (the “Titling Trust”), NILT Trust, a Delaware statutory trust, as grantor and initial beneficiary of the Titling Trust (in such capacities, the “Grantor” and the “UTI Beneficiary,” respectively), and Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), as servicer (the “Servicer”).
NILT TRUST, as Transferor, and NISSAN AUTO LEASING LLC II, as Transferee _____________________ SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of July 25, 2011 _____________________Certificate Transfer Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • New York
This SUBI Certificate Transfer Agreement, dated as of July 25, 2011 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is between NILT Trust, a Delaware statutory trust (“NILT Trust”), as transferor (the “Transferor”), and Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), as transferee (the “Transferee”).
NISSAN AUTO LEASING LLC II, as Depositor, and NISSAN AUTO LEASE TRUST 2011-A, as Transferee TRUST SUBI CERTIFICATE TRANSFER AGREEMENT Dated as of July 25, 2011Certificate Transfer Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • New York
This Trust SUBI Certificate Transfer Agreement, dated as of July 25, 2011 (as amended, supplemented or otherwise modified from time to time, 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 2011-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 U.S. BANK NATIONAL ASSOCIATION, as Trust Agent 2011-A SUBI SUPPLEMENT...Titling Trust Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • Delaware
This 2011-A SUBI Supplement, dated as of July 25, 2011 (as amended, supplemented or otherwise modified from time to time, this “2011-A 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”).
NISSAN AUTO LEASE TRUST 2011-A, CITIBANK, N.A., as Indenture Trustee and as Secured Party, and CITIBANK, N.A., as Securities Intermediary CONTROL AGREEMENT Dated as of July 25, 2011Control Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • New York
This Control Agreement, dated as of July 25, 2011 (as amended, supplemented or otherwise modified from time to time, this “Agreement”) is among Nissan Auto Lease Trust 2011-A, a statutory trust formed pursuant to the laws of the State of Delaware (the “Issuing Entity”), Citibank, N.A., a national banking association (“Citibank”), 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 July 25, 2011 (the “Indenture”), by and between the Issuing Entity and the Indenture Trustee.
AGREEMENT OF DEFINITIONS by and among NISSAN MOTOR ACCEPTANCE CORPORATION NISSAN AUTO LEASING LLC II NISSAN AUTO LEASE TRUST 2011-A NISSAN-INFINITI LT NILT TRUST NILT, INC. WILMINGTON TRUST COMPANY CITIBANK, N.A. Dated as of July 25, 2011Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • Asset-backed securities • New York
This Agreement of Definitions (as amended, supplemented or otherwise modified, this “Agreement of Definitions”), dated as of July 25, 2011, is by and among Nissan Auto Lease Trust 2011-A, as issuer (the “Issuing Entity”), NILT Trust, a Delaware statutory trust, as grantor and initial beneficiary (in such capacity, the “Grantor” and the “UTI Beneficiary,” respectively), Nissan-Infiniti LT, a Delaware statutory trust (the “Titling Trust”), Nissan Motor Acceptance Corporation, a California corporation (“NMAC”), in its individual capacity, as servicer and as administrative agent (in such capacity, the “Servicer” and the “Administrative Agent,” respectively), Nissan Auto Leasing LLC II, a Delaware limited liability company (“NALL II”), NILT, Inc., a Delaware corporation, as trustee to the Titling Trust (the “Titling Trustee”), Wilmington Trust Company, a Delaware corporation with trust powers, as owner trustee and Delaware trustee (in such capacity, the “Owner Trustee” and the “Delaware Tru
NISSAN AUTO LEASE TRUST 2011-A $128,000,000 0.22795% Asset Backed Notes, Class A-1 $100,000,000 0.70% Asset Backed Notes, Class A-2a $250,000,000 LIBOR + 0.18% Asset Backed Notes, Class A-2b $339,000,000 1.04% Asset Backed Notes, Class A-3 $58,000,000...Depositor LLC Agreement • July 19th, 2011 • Nissan Auto Lease Trust 2011-A • 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 J.P. Morgan 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 $128,000,000 aggregate principal amount of 0.22795% Asset Backed Notes, Class A-1 (the “Class A-1 Notes”), $100,000,000 aggregate principal amount of 0.70% Asset Backed Notes, Class A-2a (the “Class A-2a Notes”), $250,000,000 aggregate principal amount of LIBOR + 0.18% Asset Backed Notes, Class A-2b (the “Class A-2b Notes” and, together with the Class A-2a Notes, the “Class A-2 Notes”), $339,000,000 aggregate principal amount of 1.04% Asset Backed Notes, Class A-3 (the “Class A-3 Notes”) and $58,000,000 aggregate principal amount of 1.24% Asset Backed Notes, Class A-4 (t
