0001193125-18-329654 Sample Contracts

SALE AND SERVICING AGREEMENT by and among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2, as Issuer VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as Seller VW CREDIT, INC., as Servicer and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee...
Sale and Servicing Agreement • November 19th, 2018 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of November 21, 2018 (together with all exhibits, schedules and appendices hereto and as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”), by and among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2 (the “Issuer”), a Delaware statutory trust, VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company, as seller (the “Seller”), VW CREDIT, INC., a Delaware corporation (“VCI”), as servicer (in such capacity, the “Servicer”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as indenture trustee (the “Indenture Trustee”).

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PURCHASE AGREEMENT dated as of November 21, 2018 between VW CREDIT, INC. and VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC
Purchase Agreement • November 19th, 2018 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

THIS PURCHASE AGREEMENT is made and entered into as of November 21, 2018 (as amended from time to time, this “Agreement”) by VW CREDIT, INC., a Delaware corporation (“VCI”), and VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company (the “Purchaser”).

ADMINISTRATION AGREEMENT among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2, as Issuer VW CREDIT, INC., as Administrator and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Indenture Trustee Dated as of November 21, 2018
Administration Agreement • November 19th, 2018 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

THIS ADMINISTRATION AGREEMENT (this “Agreement”) dated as of November 21, 2018, is between VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2, a Delaware statutory trust (the “Issuer”), VW CREDIT, INC., a Delaware corporation, as administrator (“VCI” or in its capacity as administrator, the “Administrator”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as indenture trustee (the “Indenture Trustee”). Capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in Appendix A to the Sale and Servicing Agreement dated as of November 21, 2018 (the “Sale and Servicing Agreement”) by and among Volkswagen Auto Lease/Loan Underwritten Funding, LLC, as seller, the Issuer, VCI, as servicer, and the Indenture Trustee.

VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2 AMENDED AND RESTATED TRUST AGREEMENT among VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, as the Depositor CITIBANK, N.A., as the Owner Trustee and CITICORP TRUST DELAWARE, NATIONAL ASSOCIATION, as the...
Trust Agreement • November 19th, 2018 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT is made as of November 21, 2018 (as from time to time amended, supplemented or otherwise modified and in effect, this “Agreement”) among VOLKSWAGEN AUTO LEASE/LOAN UNDERWRITTEN FUNDING, LLC, a Delaware limited liability company, as the depositor (the “Seller”), Citibank, N.A., a national banking association, as the owner trustee (the “Owner Trustee”), and Citicorp Trust Delaware, National Association, a national banking association, as the issuer Delaware trustee (the “Issuer Delaware Trustee” and together with the Owner Trustee, the “Trustees” and each a “Trustee”).

ASSET REPRESENTATIONS REVIEW AGREEMENT VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2 as Issuer and VW CREDIT, INC., as Servicer and CLAYTON FIXED INCOME SERVICES LLC, as Asset Representations Reviewer Dated as of November 21, 2018
Asset Representations Review Agreement • November 19th, 2018 • Volkswagen Auto Lease/Loan Underwritten Funding, LLC • Asset-backed securities • New York

This ASSET REPRESENTATIONS REVIEW AGREEMENT (this “Agreement”), entered into as of November 21, 2018, by and among VOLKSWAGEN AUTO LOAN ENHANCED TRUST 2018-2, a Delaware statutory trust, as issuer (the “Issuer”), VW CREDIT, INC., a Delaware corporation (“VCI”), as servicer (in such capacity, the “Servicer”) and Clayton Fixed Income Services LLC, a Delaware limited liability company, as asset representations reviewer (the “Asset Representations Reviewer”).

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