2019-B SUBI SUPPLEMENT
This 2019-B SUBI Supplement, dated as of July 24, 2019 (this 2019-B SUBI Supplement), is among NILT Trust, a Delaware statutory trust (NILT Trust), as grantor and initial beneficiary (in such capacity, the Grantor and the UTI Beneficiary, respectively), Nissan Motor Acceptance Corporation, a California corporation (NMAC), as servicer, (the Servicer), NILT, Inc., a Delaware corporation, as trustee (the Titling Trustee), Wilmington Trust Company, a Delaware corporation with trust powers, as Delaware trustee (the Delaware Trustee), and U.S. Bank National Association, a national banking association (U.S. Bank), as trust agent (the Trust Agent).
A. Pursuant to the Amended and Restated Trust and Servicing Agreement, dated as of August 26, 1998 (the Titling Trust Agreement), among the parties hereto, Nissan-Infiniti LT, a Delaware statutory trust (the Titling Trust), was formed to take assignments and conveyances of and hold in trust various assets (the Trust Assets);
B. The UTI Beneficiary, the Servicer and the Titling Trust have entered into the SUBI Servicing Agreement, dated as of March 1, 1999 as amended by the First Amendment to Servicing Agreement, dated as of January 3, 2001 (the Basic Servicing Agreement), which provides for, among other things, the servicing of the Trust Assets by the Servicer;
C. Pursuant to the Titling Trust Agreement, from time to time the Titling Trustee, on behalf of the Titling Trust and at the direction of the UTI Beneficiary, will identify and allocate on the books and records of the Titling Trust certain Trust Assets and create and issue one or more special units of beneficial interest (each, a SUBI), the beneficiaries of which generally will be entitled to the net cash flows arising from the corresponding Trust Assets;
D. The parties hereto desire to supplement the Titling Trust Agreement (as so supplemented by this 2019-B SUBI Supplement, the SUBI Trust Agreement) to create a SUBI (the 2019-B SUBI);
E. The parties hereto desire to identify and allocate to the 2019-B SUBI a separate portfolio of Trust Assets consisting of leases (the 2019-B Leases), the vehicles that are leased under the 2019-B Leases (the 2019-B Vehicles), and certain other related assets;
F. The parties hereto also desire to issue to NILT Trust a certificate evidencing a 100% beneficial interest in the 2019-B SUBI (the 2019-B SUBI Certificate).
G. NILT Trust will transfer the 2019-B SUBI Certificate to Nissan Auto Leasing LLC II (NALL II) pursuant to the SUBI Certificate Transfer Agreement, dated as of July 24, 2019 (the SUBI Certificate Transfer Agreement), between NILT Trust and NALL II. NALL II will further transfer the 2019-B SUBI Certificate to Nissan Auto Lease Trust 2019-B (the Issuing Entity) pursuant to the Trust SUBI Certificate Transfer Agreement, dated as of July 24, 2019 (the Trust SUBI Certificate Transfer Agreement), between NALL II, as depositor (the Depositor) and the Issuing Entity, as transferee.
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