Common use of No Repossession Clause in Contracts

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc.

Appears in 2 contracts

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

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No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If with a copy to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors ServiceEXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], 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 [ ], 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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. N.A., 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xx. Xxx Xxxx, Xxx Xxxx 00000 AttentionAttn: Xxxxx Xxxxxxxxxx Agency & Trust with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. N.A., 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xx. Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Agency & Trust If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o 00 Xxxx Xxxxxx, XX XXX00-0000 Xxx Xxxx, Xxx Xxxx 00000 Attn: VALET182 with a copy to: Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00000 Xxxxx Xxx, XX: XXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 TelephoneAttn: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 VALET182 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Moody’s: Xxxxx’x Investors Service, Inc. 000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 If to the Asset Representations Reviewer: Via electronic mail: XXXXxxxxxx@xxxxxxx.xxx And to: Xxxxxxx Fixed Income Services LLC 0000 Xxxxx Xxxxxxxxxx Xxxx Xxxxxxxxx, Xxxxxxx 00000 Attn: SVP with a copy to: Xxxxxxx Fixed Income Services LLC, c/x Xxxxxxx Holdings LLC 0000 Xxxxxx Xxxxxx, Xxxx Xxxxx Xxxxx 0000 Xxxxxxxxxxxx, Pennsylvania 19102 Attn: General Counsel EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of November 21, 2018, between Volkswagen Auto Loan Enhanced Trust 2018-2, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Xxxxxx X’Xxxxxx with copies to the Administrator, VW Credit, Inc. and Inc., the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Xxxxxx X’Xxxxxx If to the Issuer Delaware Trustee: Citicorp Citigroup Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx000 Xxxxxxxx Xxxxxx, 00xx Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx Xxxxx If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services Trust & Securities 100 Plaza One XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 20142010-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Schedule II to the Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc. 7 World Trade Center 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT January 28, 2010 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 28, 2010, between Volkswagen Auto Loan Enhanced Trust 2010-1, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 January 28, 2010, 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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. Exhibit A to the Sale and Servicing 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: Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2010-1), Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2010-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Xxxxxx X’Xxxxxx with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Citigroup Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxx Xxxxx 000 XxxxxxxxxxXxx Xxx Xxxxxx, Xxxxxxxx 00000 Attention: Xxx Xxxxxxx If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 20142013-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2013-1), Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2013-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Xxxxxx X’Xxxxxx with copies to the Administrator, VW Credit, Inc. and Inc., the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Citigroup Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxx Xxxxx 000 XxxxxxxxxxXxx Xxx Xxxxxx, Xxxxxxxx 00000 Attention: Xxxxxxx Xxxxx If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services Trust & Securities 100 Plaza One XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 20142011-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Schedule II to the Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to MoodyFitch: Fitch, Inc. Xxx Xxxxx Xxxxxx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance If to Standard & Poor’s: Xxxxx’x Investors ServiceStandard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT March 30, 2011 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of March 30, 2011, between Volkswagen Auto Loan Enhanced Trust 2011-1, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 30, 2011, 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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. Exhibit A to the Sale and Servicing 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: Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2011-1), Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2011-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o CitibankDeutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, N.A. Xxxxx 000 Xxxxxxxxxx, XX 00000-0000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx, Volkswagen Auto Loan Enhanced Trust 2012-1 with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000-0000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx with a copy to Deutsche Bank Trust Company Americas 00 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee Structured Finance Services If to the Owner Indenture Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc.

Appears in 2 contracts

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2012-2), Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2012-2)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx U.S. Bank Trust National Association 1000 Xxxxxx Xxxx, Xxx Xxxx 00000 Xxxxx 000 Wilmington, DE 19805 Attention: Xxxxx Xxxxxxxxxx Structured Finance/VALET 2023-2 with a copy to U.S. Bank Trust National Association 100 X. XxXxxxx Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2023-2 and with copies to the Administrator, VW CreditVCI, Inc. and the Indenture Trustee If to the Owner Trustee: CitibankU.S. Bank Trust National Association 100 X. XxXxxxx Street, N.A. 000 Xxxxxxxxx XxxxxxSeventh Floor Chicago, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Illinois 60603 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Structured Finance/VALET 2023-2 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx XxxxCitibank, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 N.A., 300 Xxxxxxxxx Xx. New York, New York 10013 Attention: Volkswagen Auto Loan Enhanced Agency & Trust 2014– VALET 2023-1 2 If to the Intermediary: Citibank, N.A. 300 Xxxxxxxxx Xxxxxx New York, New York, 10013 Attention: Agency & Trust VALET 2023-2 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 1000 Xxxxxxxxxxx Xxx, Xxxxx 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 1000 Xxxxxxxxxxx Xxx, Xxxxx 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. 1000 Xxxxxxxxxxx Xxx, Xxxxx 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. 1000 Xxxxxxxxxxx Xxx, Xxxxx 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Mxxxx’x Investors Service, Inc. 100 Xxxxxxxx New York, New York 10005 If to Fitch: Fitch Ratings, Inc. 30 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Fax no.: (000) 000-0000 Attention: Asset Backed Surveillance If to the Asset Representations Reviewer: Via electronic mail: AXXXxxxxxx@xxxxxxx.xxx And to: Cxxxxxx Fixed Income Services LLC 700 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC 700 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, CO 80246 Attention: Legal Department Email: lxxxx@xxxxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of November 21, 2023, between Volkswagen Auto Loan Enhanced Trust 2023-2, 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 November 21, 2023, 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 20142013-1 2 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Sale and Servicing Agreement If to Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to MoodyStandard & Poor’s: Xxxxx’x Investors ServiceStandard & Poor’s Rating Services, a Standard & Poor’s Financial Services LLC business 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Fitch: Fitch Ratings, Inc. Xxx Xxxxx Xxxxxx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT November 13, 2013 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of November 13, 2013, between Volkswagen Auto Loan Enhanced Trust 2013-2, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 November 13, 2013, 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 (such schedule, the “Schedule of Receivables”), 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. Sale and Servicing 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: Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2013-2), Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2013-2)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Deutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx000 Xxxxxxxxxx, Xxx Xxxx Xxxxxxxx 00000 AttentionAttn: Xxxxx Xxxxxxxxxx VALET18 with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Deutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If Attn: VALET18 with a copy to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00000 Xxxxx Xxx, XX: XXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 TelephoneAttn: (000) 000-0000 FacsimileVALET18 If to the Indenture Trustee: (000) 000-0000 Citibank, N.A. 000 Xxxxxxxxx Xx., Xxxxx 00 Xxx Xxxx, XX 00000 Attention: Volkswagen Auto Loan Enhanced Agency & Trust 2014-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’sS&P: Xxxxx’x Investors ServiceS&P Global Ratings 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Fitch: Fitch Ratings, Inc. 00 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance If to the Asset Representations Reviewer: Via electronic mail: XXXXxxxxxx@xxxxxxx.xxx And to: Xxxxxxx Fixed Income Services LLC 0000 Xxxxx Xxxxxxxxxx Xxxx Xxxxxxxxx, XX 00000 Attn: SVP with a copy to: Xxxxxxx Fixed Income Services LLC, c/x Xxxxxxx Holdings LLC 0000 Xxxxxx Xxxxxx, Xxxx Xxxxx Xxxxx 0000 Xxxxxxxxxxxx, XX 00000 Attn: General Counsel EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of July 3, 2018, between Volkswagen Auto Loan Enhanced Trust 2018-1, 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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o CitibankDeutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, N.A. Xxxxx 000 Xxxxxxxxxx, XX 00000-0000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx, Volkswagen Auto Loan Enhanced Trust 2012-1 with copies to the Administrator, VW Credit, Inc., and the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000-0000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx with a copy to Deutsche Bank Trust Company Americas 00 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee Structured Finance Services If to the Owner Indenture Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Schedule II to the Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to MoodyFitch: Fitch, Inc. Xxx Xxxxx Xxxxxx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance If to Standard & Poor’s: Xxxxx’x Investors ServiceStandard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT January 26, 2012 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of January 26, 2012, between Volkswagen Auto Loan Enhanced Trust 2012-1, 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 January [ ], 2012, 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 (such schedule, the “Schedule of Receivables”), 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. Exhibit A to the Sale and Servicing 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: Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2012-1), Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2012-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Wells Fargo Delaware Trustee: Citicorp Trust DelawareCompany, National Association 00 Xxxxxxxxxx Xxxx000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000 0000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture TrusteeAttention: Deutsche Bank Corporate Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Administration Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 with copies to the Administrator, USAA Federal Savings Bank and the Indenture Trustee If to Purchaserthe Owner Trustee: Volkswagen Auto Lease/Loan Underwritten FundingXxxxx Fargo Delaware Trust Company, LLC National Association 000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxxxx, Virginia 20171 (telecopier no. Xxxxxxxx 00000 Telecopier No.: (000) 000-0000) 0000 Attention: Treasurer Xxxxxx Xxxxxxxxx If to Servicerthe Indenture Trustee: VW CreditThe Bank of New York Mellon 000 Xxxxxxx Xxxxxx, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon4 West New York, Virginia 20171 (telecopier no. New York 10286 Telecopier No.: (000) 000-0000) 0000 Attention: Treasurer with a copy to VW Credit, Inc. Corporate Trust Administration – USAA 2010-1 If to VCIthe Bank, the Servicer or the Administrator: VW CreditUSAA Federal Savings Bank 00000 XxXxxxxxx Xxxxxxx San Antonio, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. Texas 78288 Telecopier No.: (000) 000-0000) 0000 Attention: Treasurer with a copy to VW CreditXxxx Broker, Inc. Vice President If to VW Creditthe Seller: USAA Acceptance, Inc.LLC 00000 XxXxxxxxx Xxxxxxx San Antonio, Texas 78288 Telecopier No.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) 0000 Attention: General Counsel Xxxx Broker, Vice President II-1 Schedule II to the Sale and Servicing Agreement If to Moody’s: Xxxxx’x Investors Service, Inc.Inc. 7 World Trade Center 000 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Telecopier No.: (000) 000-0000 Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Telecopier No.: (000) 000-0000 Attention: Asset Backed Surveillance Group II-2 Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT February 24, 2010 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. USAA ACCEPTANCE, LLC By: Name: Title: A-2 Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. N.A., 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xx. Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2020-1 with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. N.A., 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xx. Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2020-1 If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Attention: VALET 2020-1 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 X. Xx. Xxxxxx XxxxXxxxx Santa Ana, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 California 92705 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 Asset Backed Securities – VALET201 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Fitch: Fitch Ratings, Inc. 00 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance If to Moody’s: Xxxxx’x Investors Service, Inc. 000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 If to the Asset Representations Reviewer: Via electronic mail: XXXXxxxxxx@xxxxxxx.xxx And to: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Xxxxxxxx, Xxxxxxxx 00000 Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Xxxxxxxx, XX 00000 Attention: Legal Department Email: xxxxx@xxxxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of May 19, 2020, between Volkswagen Auto Loan Enhanced Trust 2020-1, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. N.A., 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xx. Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2021-1 with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. N.A., 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xx. Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2021-1 If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Attention: VALET 2021-1 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche U.S. Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx XxxxAssociation 000 X. XxXxxxx Street, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Seventh Floor Chicago, Illinois 60603 Attention: Volkswagen Auto Loan Enhanced Trust 2014Structured Finance/VALET 2021-1 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: General Counsel If to S&P: S&P Global Ratings 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Moody’s: Xxxxx’x Investors Service, Inc. 000 Xxxxxxxx Xxx Xxxx, Xxx Xxxx 00000 If to the Asset Representations Reviewer: Via electronic mail: XXXXxxxxxx@xxxxxxx.xxx And to: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Xxxxxxxx, Xxxxxxxx 00000 Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Xxxxxxxx, XX 00000 Attention: Legal Department Email: xxxxx@xxxxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of December 13, 2021, between Volkswagen Auto Loan Enhanced Trust 2021-1, 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 U.S. Bank National Association, 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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: Citizens Auto Loan Trust 20[ ]-[ ] c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 [ ] [ ] [ ] Facsimile no. [ ] Attention: Xxxxx Xxxxxxxxxx [ ] with copies to the Administrator, VW CreditCitizens Automobile Finance, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank[ ] [ ] [ ] Facsimile no. [ ] Attention: [ ] If to the Indenture Trustee: [ ] [ ] [ ] Facsimile no. [ ] Attention: [ ] If to Seller: Citizens Auto Receivables, N.A. LLC 000 Xxxxxxxxx XxxxxxXxxxxxxxx Xxxxxxx, Xxxxx Xxxxxx 00000 Facsimile no. [ ] Attention: [ ] If to the Servicer: Citizens Automobile Finance, Inc. 000 Xxxxxxxxx Xxxxxxxxx Xxxxxxx, Xxxxx Xxxxxx 00000 Facsimile no. [ ] Attention: [ ] If to Moody’s: Xxxxx’x Investors Service, Inc. 00 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile no. (000) 000-0000 Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile no. (000) 000-0000 Attention: Asset Backed Surveillance Group If to Fitch: Fitch Inc. Xxx Xxxxx Xxxxxx Xxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Asset-Backed Securities Group II-2 Schedule II to the Sale and Servicing Agreement SCHEDULE X YIELD SUPPLEMENT OVERCOLLATERALIZATION AMOUNT Payment Date Yield Supplement Overcollateralization Amount Closing Date $ Payment Date Yield Supplement Overcollateralization Amount EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT [ ] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Citizens Auto Loan Enhanced Trust 201420[ ]-1 If [ ], a Delaware statutory trust (the “Issuer”), Citizens Auto Receivables, LLC, a Delaware limited liability company (the “Seller”), Citizens Automobile Finance, Inc. a Rhode Island corporation (“CAF”), and [ ], a [ ] (the “Indenture Trustee”), on the terms and subject to Purchaser: Volkswagen Auto Lease/Loan Underwritten Fundingthe 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 [ ], 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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 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. CITIZENS AUTO RECEIVABLES, LLC 0000 Xxxxxxxxx Xxxxxxx Drive HerndonBy: Name: Title: EXHIBIT B PERFECTION REPRESENTATIONS, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If WARRANTIES AND COVENANTS In addition to Servicer: VW Creditthe representations, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndonwarranties and covenants contained in the Agreement, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy the Seller hereby represents, warrants and covenants to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc.the Issuer and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Samples: Sale and Servicing Agreement (Citizens Auto Receivables, LLC)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Institutional Cash Securities Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 2 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to Servicer: Sale and Servicing Agreement VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to MoodyStandard & Poor’s: Xxxxx’x Investors ServiceStandard & Poor’s Rating Services, a Standard & Poor’s Financial Services LLC business 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Fitch: Fitch Ratings, Inc. 00 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT October 22, 2014 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 22, 2014, between Volkswagen Auto Loan Enhanced Trust 2014-2, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 October 22, 2014, 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 (such schedule, the “Schedule of Receivables”), 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. Sale and Servicing 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: Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2014-2)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o CitibankDeutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, N.A. 000 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx with copies to the Administrator, VW Credit, Inc., the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx with a copy to: Deutsche Bank Trust Company Americas 00 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee Structured Finance Services If to the Owner Indenture Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (telecopier no. (000) 000-0000 Facsimile: (0000000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 Administrator If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer Schedule II to the Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc. 00 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT May 9, 2008 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of May 9, 2008, between Volkswagen Auto Loan Enhanced Trust 2008-1, 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 May 9, 2008, 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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 applicable 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. Exhibit A to the Sale and Servicing 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: Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2008-1)

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No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: Banc of America Auto Securities Trust 20[ ]-[ ] c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 [ ] [ ] [ ] Facsimile no. [ ] Attention: Xxxxx Xxxxxxxxxx [ ] with copies to the Administrator, VW CreditBank of America, Inc. National Association and the Indenture Trustee If to the Owner Trustee: Citibank[ ] [ ] [ ] Facsimile no. [ ] Attention: [ ] If to the Indenture Trustee: [ ] [ ] [ ] Facsimile no. [ ] Attention: [ ] If to Seller: BAS Securitization LLC 000 Xxxxx Xxxxx Xxxxxx Charlotte, N.A. North Carolina 28258 Facsimile no. [ ] Attention: [ ] If to the Servicer: Banc of America, National Association 000 Xxxxxxxxx XxxxxxXxxxx Xxxxx Xxxxxx Charlotte, North Carolina 28258 Facsimile no. [ ] Schedule II to the Sale and Servicing Agreement Attention: [ ] If to Moody’s: Xxxxx’x Investors Service, Inc. 00 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile no. (000) 000-0000 Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile no. (000) 000-0000 Attention: Asset Backed Surveillance Group If to Fitch: Fitch Inc. Xxx Xxxxx Xxxxxx Xxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Asset-Backed Securities Group Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT [ ] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Banc of America Auto Loan Enhanced Securities Trust 201420[ ]-1 If [ ], a Delaware statutory trust (the “Issuer”), BAS Securitization LLC, a Delaware limited liability company (the “Seller”), Bank of America, National Association, a national banking association (“BANA”), and [ ], a [ ] (the “Indenture Trustee”), on the terms and subject to Purchaserthe 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 [ ], 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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 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. Exhibit A to the Sale and Servicing Agreement IN WITNESS HEREOF, the undersigned has caused this assignment to be duly executed as of the date first above written. BAS SECURITIZATION LLC By: Volkswagen Auto Lease/Loan Underwritten FundingName: Title: Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, LLC 0000 Xxxxxxxxx Xxxxxxx Drive HerndonWARRANTIES AND COVENANTS In addition to the representations, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If warranties and covenants contained in the Agreement, the Seller hereby represents, warrants and covenants to Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc.the Issuer and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Samples: Sale and Servicing Agreement (Bas Securitization LLC)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Deutsche Bank Trust Company Delaware 1000 Xxxxxx Xxxx, 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Exxxxxxxx Xxxxx with copies to the Administrator, VW Credit, Inc., the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 1000 Xxxxxx Xxxx, 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Exxxxxxxx Xxxxx with a copy to: Deutsche Bank Trust Company Americas 60 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Structured Finance Services If to the Indenture Trustee: Citibank, N.A. 000 300 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (telecopier no. (000) 000-0000 Facsimile: (0000000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 Administrator If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon3000 Xxxxxx Xxxx Auburn Hills, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: Treasurer Schedule II to the Sale and Servicing Agreement If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon3000 Xxxxxx Xxxx Auburn Hills, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon3000 Xxxxxx Xxxx Auburn Hills, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon3000 Xxxxxx Xxxx Auburn Hills, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Mxxxx’x Investors Service, Inc. 90 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 50 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT February 13, 2007 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of February 13, 2007, between Volkswagen Auto Loan Enhanced Trust 2007-1, 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 February 13, 2007, 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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 applicable 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. Exhibit A to the Sale and Servicing 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: Exhibit A to the Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2007-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx [ ] with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx [ ] [If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 [ ]] If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 [ ] If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s[Rating Agency]: Xxxxx’x Investors Service[ ] If to [Rating Agency]: [ ] If to the Asset Representations Reviewer: [ ] EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], 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 [ ], a [ ] (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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 388 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 AttentionXxtention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 388 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 AttentionXxtention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx 20 Mxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If Xx to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Institutional Cash Securities Services – Trust & Securities 100 Plaza One – XXXXX00MSJCX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 2 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 2200 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to Servicer: Sale and Servicing Agreement VW Credit, Inc. 0000 2200 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 2200 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 2200 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to MoodyStandard & Poor’s: Xxxxx’x Investors ServiceStandard & Poor’s Rating Services, a Standard & Poor’s Financial Services LLC business 55 Wxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (xelecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Fitch: Fitch Ratings, Inc. 33 Wxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (xelecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT October 22, 2014 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of October 22, 2014, between Volkswagen Auto Loan Enhanced Trust 2014-2, 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 Deutsche Bank Trust Company Americas, a New York banking corporation (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 October 22, 2014, 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 (such schedule, the “Schedule of Receivables”), 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. Sale and Servicing 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: Sale and Servicing Agreement EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2014-2)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. N.A., 000 Xxxxxxxxx XxxxxxXx. New York, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 New York 10013 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2023-1 with copies to the Administrator, VW CreditVCI, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. N.A., 000 Xxxxxxxxx XxxxxxXx. New York, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 New York 10013 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2023-1 If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 20 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Attention: VALET 2023-1 If to the Indenture Trustee: Deutsche U.S. Bank Trust Company Americas c/o Deutsche Bank Company, National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx XxxxAssociation 190 X. XxXxxxx Street, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Seventh Floor Chicago, Illinois 60603 Attention: Volkswagen Auto Loan Enhanced Trust 2014Structured Finance/VALET 2023-1 If to the Intermediary: U.S. Bank National Association 190 X. XxXxxxx Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2023-1 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon2200 Xxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon2200 Xxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon2200 Xxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive 2200 Xxxxxxxx Xxxxxx Xxxxxx Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’sS&P: Xxxxx’x Investors ServiceS&P Global Ratings 55 Xxxxx Xxxxxx New York, New York 10041 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Fitch: Fitch Ratings, Inc. 33 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Xax no.: (000) 000-0000 Attention: Asset Backed Surveillance If to the Asset Representations Reviewer: Via electronic mail: XXXXxxxxxx@xxxxxxx.xxx And to: Xxxxxxx Fixed Income Services LLC 720 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC 720 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, CO 80246 Attention: Legal Department Email: xxxxx@xxxxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of June 13, 2023, between Volkswagen Auto Loan Enhanced Trust 2023-1, 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 U.S. Bank Trust Company, National Association, 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 June 13, 2023, 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: EXHIBIT B

Appears in 1 contract

Samples: 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. Schedule I-3 Schedule I to the Sale and Servicing Agreement SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx [ ] with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx [ ] [If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 [ ]] If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 [ ] If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer Schedule II-1 Schedule II to the Sale and Servicing Agreement with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s[Rating Agency]: Xxxxx’x Investors Service[ ] If to [Rating Agency]: [ ] If to the Asset Representations Reviewer: [ ] EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], 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 [ ], a [ ] (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 [ ], 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Deutsche Bank Trust Company Delaware 1000 Xxxxxx Xxxx, 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Exxxxxxxx Xxxxx with copies to the Administrator, VW Credit, Inc., the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 1000 Xxxxxx Xxxx, 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Exxxxxxxx Xxxxx with a copy to: Deutsche Bank Trust Company Americas 60 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Structured Finance Services If to the Indenture Trustee: Citibank, N.A. 000 300 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (telecopier no. (000) 000-0000 Facsimile: (0000000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 Administrator If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding3000 Xxxxxx Xxxx Auburn Hills, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit3000 Xxxxxx Xxxx Auburn Hills, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit3000 Xxxxxx Xxxx Auburn Hills, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit3000 Xxxxxx Xxxx Auburn Hills, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 Michigan 48326 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Mxxxx’x Investors Service, Inc. 90 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 50 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of November 16, 2005, between Volkswagen Auto Loan Enhanced Trust 2005-1, a Delaware statutory trust (the “Issuer”), Volkswagen Public Auto Loan Securitization, 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 November 16, 2005, 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 (such schedule, the “Schedule of Receivables”), and the Collections after the Cut-Off Date and the Related Security relating thereto, 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 to the Obligors, insurers 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 November 16, 2005. VOLKSWAGEN PUBLIC AUTO LOAN SECURITIZATION, LLC By:__________________ Name: Title: By:__________________ Name: Title: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2005-1)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. Inc., and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If with a copy to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc. 00 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Volkswagen Auto Loan Enhanced Trust 20[ ]-[ ], 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 [ ], 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 [ ], 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 (such schedule, the “Schedule of Receivables”), 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o CitibankDeutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, N.A. 000 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx with copies to the Administrator, VW Credit, Inc., the Indenture Trustee If to the Owner Trustee: Deutsche Bank Trust Company Delaware 0000 Xxxxxx Xxxx, 0xx Xxxxx Xxxxxxxxxx, Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxxxxxx Xxxxx with a copy to: Deutsche Bank Trust Company Americas 00 Xxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Xxxxx Xxxxxxxxxx with copies to the Administrator, VW Credit, Inc. and the Indenture Trustee Structured Finance Services If to the Owner Indenture Trustee: Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (telecopier no. (000) 000-0000 Facsimile: (0000000) 000-0000 Attention: Volkswagen Auto Loan Enhanced Trust 2014-1 Administrator If to Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc. 00 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT December 29, 2008 For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of December 29, 2008, between Volkswagen Auto Loan Enhanced Trust 2008-2, 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 December 29, 2008, 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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 applicable 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: EXHIBIT B PERFECTION REPRESENTATIONS, WARRANTIES AND COVENANTS 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

Samples: Sale and Servicing Agreement (Volkswagen Auto Loan Enhanced Trust 2008-2)

No Repossession. As of the Cut-Off Date, no Financed Vehicle shall have been repossessed. SCHEDULE II NOTICE ADDRESSES If to the Issuer: c/o Citibank, N.A. N.A., 000 Xxxxxxxxx XxxxxxXx. New York, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 New York 10013 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2023-1 with copies to the Administrator, VW CreditVCI, Inc. and the Indenture Trustee If to the Owner Trustee: Citibank, N.A. N.A., 000 Xxxxxxxxx XxxxxxXx. New York, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 New York 10013 Attention: Xxxxx Xxxxxxxxxx Agency & Trust – VALET 2023-1 If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 Attention: VALET 2023-1 If to the Indenture Trustee: Deutsche U.S. Bank Trust Company Americas c/o Deutsche Bank Company, National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx XxxxAssociation 000 X. XxXxxxx Street, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Seventh Floor Chicago, Illinois 60603 Attention: Volkswagen Auto Loan Enhanced Trust 2014Structured Finance/VALET 2023-1 If to the Intermediary: U.S. Bank National Association 000 X. XxXxxxx Street, Seventh Floor Chicago, Illinois 60603 Attention: Structured Finance/VALET 2023-1 If to the Purchaser: Volkswagen Auto Lease/Loan Underwritten Funding, LLC 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer If to the Servicer: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. VCI If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive HerndonXxxxxxxx Xxxxxx Xxxxxx Xxxxxxx, Virginia 20171 Xxxxxxxx 00000 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.to: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Xxxxxxxx Xxxxxx Xxxxxx Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’sS&P: Xxxxx’x Investors ServiceS&P Global Ratings 00 Xxxxx Xxxxxx New York, New York 10041 (telecopier no. (000) 000-0000) Attention: Asset Backed Surveillance Group If to Fitch: Fitch Ratings, Inc. 00 Xxxxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Fax no.: (000) 000-0000 Attention: Asset Backed Surveillance If to the Asset Representations Reviewer: Via electronic mail: XXXXxxxxxx@xxxxxxx.xxx And to: Xxxxxxx Fixed Income Services LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, Colorado 80246 Attention: VP, Surveillance Operations With a copy to: Covius Services, LLC 000 X. Xxxxxxxx Xxxx., Xxxxx 000 Glendale, CO 80246 Attention: Legal Department Email: xxxxx@xxxxxx.xxx EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of June 13, 2023, between Volkswagen Auto Loan Enhanced Trust 2023-1, 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 U.S. Bank Trust Company, National Association, 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 June 13, 2023, 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: EXHIBIT B

Appears in 1 contract

Samples: 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. SCHEDULE II NOTICE ADDRESSES If to the Issuer: Fifth Third Auto Trust 20[ ]-[ ] c/o Citibank, N.A. 000 Xxxxxxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 [ ] [ ] [ ] Facsimile no. [ ] Attention: Xxxxx Xxxxxxxxxx [ ] with copies to the Administrator, VW CreditFifth Third Bank, Inc. an Ohio banking corporation and the Indenture Trustee If to the Owner Trustee: Citibank[ ] [ ] [ ] Facsimile no. [ ] Attention: [ ] If to the Indenture Trustee: [ ] [ ] [ ] Facsimile no. [ ] Attention: [ ] If to Seller: Fifth Third Holdings Funding LLC 0000 Xxxx Xxxx Tower 1, N.A. 000 Xxxxxxxxx Xxxxxx9th Floor Xxxxxxx Xxxxxxx, Xxxxxxxx 00000 Facsimile no. [ ] Attention: [ ] If to the Servicer or Sponsor: Fifth Third Bank 00 Xxxxxxxx Xxxxxx Xxxxx Xxxxxxxxxx, Xxxx 00000 Facsimile no. [ ] Attention: [ ] If to Moody’s: Xxxxx’x Investors Service, Inc. 00 Xxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile no. (000) 000-0000 Attention: ABS Monitoring Group If to Standard & Poor’s: Standard & Poor’s Ratings Services 00 Xxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Facsimile no. (000) 000-0000 Attention: Asset Backed Surveillance Group If to Fitch: Fitch Inc. Xxx Xxxxx Xxxxxx Xxxxx, 00xx Xxxxx Xxx Xxxx, Xxx Xxxx 00000 Attention: Xxxxx Xxxxxxxxxx If to the Issuer Delaware Trustee: Citicorp Trust Delaware, National Association 00 Xxxxxxxxxx Xxxx, Xxxxx 000 Xxxxxxxxxx, Xxxxxxxx 00000 If to the Indenture Trustee: Deutsche Bank Trust Company Americas c/o Deutsche Bank National Trust Company Structured Finance Services – Trust & Securities 100 Plaza One – XXXXX00-0000 Xxxxxx Xxxx, Xxx Xxxxxx 00000-0000 Telephone: (000) 000-0000 Facsimile: (000) 000-0000 Attention: Volkswagen Asset-Backed Securities Group II-2 Schedule II to the Sale and Servicing Agreement EXHIBIT A FORM OF ASSIGNMENT PURSUANT TO SALE AND SERVICING AGREEMENT [ ] For value received, in accordance with the Sale and Servicing Agreement (the “Agreement”), dated as of [ ], between Fifth Third Auto Loan Enhanced Trust 201420[ ]-1 If to Purchaser: Volkswagen Auto Lease/Loan Underwritten [ ], a Delaware statutory trust (the “Issuer”), Fifth Third Holdings Funding, LLC, a Delaware limited liability company (the “Seller”), Fifth Third Bank, an Ohio banking corporation (the “Ohio Bank”), and [ ], a [ ] (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 without recourse (subject to the obligations in the Agreement) on [ ], 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 (such schedule, the “Schedule of Receivables”), the Collections after the Cut-Off Date, the Receivables 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 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. FIFTH THIRD HOLDINGS FUNDING, LLC 0000 Xxxxxxxxx Xxxxxxx Drive HerndonBy: Name: Title: EXHIBIT B PERFECTION REPRESENTATIONS, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer If WARRANTIES AND COVENANTS In addition to Servicer: VW Creditthe representations, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndonwarranties and covenants contained in the Agreement, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy the Seller hereby represents, warrants and covenants to VW Credit, Inc. If to VCI: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: Treasurer with a copy to VW Credit, Inc. If to VW Credit, Inc.: VW Credit, Inc. 0000 Xxxxxxxxx Xxxxxxx Drive Herndon, Virginia 20171 (telecopier no. (000) 000-0000) Attention: General Counsel If to Moody’s: Xxxxx’x Investors Service, Inc.the Issuer and the Indenture Trustee as follows on the Closing Date:

Appears in 1 contract

Samples: Sale and Servicing Agreement (Fifth Third Holdings Funding, LLC)

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