EXHIBIT 10.5


 





 



 


 


20__-__ SERVICING SUPPLEMENT


 


to the


 


THIRD AMENDED AND RESTATED

SERVICING AGREEMENT


 


dated as of July 22, 2005,

as amended and restated as of September 1, 2019


 


among


 


FORD MOTOR CREDIT COMPANY LLC,

as Servicer for the Collateral Specified Interests

and the 20__-__ Reference Pool and as Lender,


 


CAB EAST LLC and

CAB WEST LLC,

each acting for its series of limited liability company interests

designated as the "Collateral Specified Interest,"

as a Titling Company


 


and


 


HTD LEASING LLC,

as Collateral Agent


 


 


 


Dated as of _________, 20__


 


 





 



 






    


     


    

 


TABLE OF CONTENTS


 




	ARTICLE I USAGE AND DEFINITIONS	1
	Section 1.1.	Usage and Definitions	1
	ARTICLE II REFERENCE POOL	1
	Section 2.1.	Acknowledgment	1
	ARTICLE III SERVICING OF LEASES AND
    LEASED VEHICLES	2
	Section 3.1.	Engagement	2
	Section 3.2.	Collection of Payments; Extensions and Amendments	2
	Section 3.3.	Servicer's Reallocation of Leases and Leased Vehicles	2
	Section 3.4.	Servicer Reports and Compliance Statements	3
	Section 3.5.	Notices Under Servicing Agreement	5
	Section 3.6.	Sarbanes-Oxley Certificates	5
	Section 3.7.	Securities and Exchange Commission Filings	5
	Section 3.8.	Review of Servicer's Records	5
	Section 3.9.	Servicer's Authorized and Responsible Persons	5
	Section 3.10.	Servicer's Fees	6
	Section 3.11.	Servicer's Expenses	6
	ARTICLE IV ACCOUNTS, COLLECTIONS AND
    APPLICATION OF FUNDS	6
	Section 4.1.	Bank Accounts	6
	Section 4.2.	Investment of Funds in Bank Accounts	7
	Section 4.3.	Deposits and Payments	8
	Section 4.4.	[Advances]	9
	Section 4.5.	[Payment of Advances]	10
	Section 4.6.	Reserve Account Draw Amount	10
	Section 4.7.	Direction to Indenture Trustee for Distributions	11
	ARTICLE V SERVICER	11
	Section 5.1.	Servicer's Representations and Warranties	11
	Section 5.2.	Indemnities of Servicer	11
	Section 5.3.	Reference Pool Servicer Termination Events	12
	Section 5.4.	Servicer May Own Exchange Note and Notes	12
	ARTICLE VI TERMINATION 	12
	Section 6.1.	Clean-Up Call	12
	Section 6.2.	Termination of Servicing Supplement	13
	ARTICLE VII OTHER AGREEMENTS 	13
	Section 7.1.	No Petition	13
	Section 7.2.	Conflict with Servicing Agreement	13
	ARTICLE VIII MISCELLANEOUS	13
	Section 8.1.	Amendments	13
	Section 8.2.	Benefit of Agreement; Third-Party Beneficiaries	13
	Section 8.3.	GOVERNING LAW	13
	Section 8.4.	Severability	13
	Section 8.5.	Headings	13
	Section 8.6.	Counterparts	14
	Exhibit A      Form of
    Monthly Investor Report	     EA-1



 






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20__-__ SERVICING SUPPLEMENT, dated as of _______,
20__ (this "Supplement"), to the Third Amended and Restated Servicing Agreement, dated as of July 22, 2005, as
amended and restated as of September 1, 2019 (the "Servicing Agreement"), among FORD MOTOR CREDIT COMPANY LLC,
a Delaware limited liability company, as Servicer for the Collateral Specified Interests and the 20__-__ Reference Pool and as Lender
under the Credit and Security Agreement, CAB EAST LLC, a Delaware limited liability company, and CAB WEST LLC, a Delaware limited liability
company, each acting for its series of limited liability company interests designated as the "Collateral Specified Interest,"
as a Titling Company, and HTD Leasing LLC, as Collateral Agent.


 


BACKGROUND


 


The Borrowers and the Lender have determined to issue
the 20__-__ Exchange Note and to designate the 20__-__ Reference Pool under the Credit and Security Agreement and the Exchange Note Supplement.


 


The parties have determined to enter into this Supplement
according to Section 2.3 of the Servicing Agreement to acknowledge the designation of the 20__-__ Reference Pool and identify the
additional obligations required of the Servicer for the 20__-__ Reference Pool and the 20__-__ Exchange Note.


 


The parties agree as follows:


 


ARTICLE I

USAGE AND DEFINITIONS


 


Section 1.1.           Usage
and Definitions. Capitalized terms used but not defined in this Supplement are defined in Appendix 1 to the 20__-__ Exchange Note
Supplement, dated as of _________, 20__ (the "Exchange Note Supplement"), to the Fourth Amended and Restated Credit
and Security Agreement, dated as of July 22, 2005, as amended and restated as of June 4, 2021 (the "Credit and Security
Agreement"), among CAB East LLC and CAB West LLC, as Borrowers, U.S. Bank National Association, as Administrative Agent, the
Collateral Agent and Ford Credit, as Lender and Servicer, or in Appendix A to the Credit and Security Agreement. Appendix 1 and Appendix
A also contain usage rules that apply to this Supplement. Appendix 1 and Appendix A are incorporated by reference into this Supplement.


 


ARTICLE II

REFERENCE POOL


 


Section 2.1.           Acknowledgment.
The parties acknowledge that the Leases and Leased Vehicles listed in Schedule A to the Exchange Note Supplement have been allocated
to the Reference Pool designated as the "20__-__ Reference Pool" under the Exchange Note Supplement. References in this
Supplement or in any other Transaction Document to "Leases" and "Leased Vehicles" will be to the Leases and Leased
Vehicles then allocated to the 20__-__ Reference Pool, unless the context otherwise requires.


 






    


     


    

 


ARTICLE III

SERVICING OF LEASES AND LEASED VEHICLES


 


Section 3.1.           Engagement.
Each party agrees that the Servicer under the Servicing Agreement is also engaged as Servicer under this Supplement for the 20__-__ Reference
Pool and the 20__-__ Exchange Note and will act as agent of each Titling Company in the management and control of the Leases and Leased
Vehicles and for all other purposes in this Supplement and the Servicing Agreement, and Ford Credit accepts the engagement.


 


Section 3.2.           Collection
of Payments; Extensions and Amendments. The Servicer will use reasonable efforts to collect all payments due under each Lease in
the 20__-__ Reference Pool. The Servicer may waive late payment charges or other fees that may be collected in the ordinary course of
servicing a Lease. The Servicer may grant extensions, refunds, rebates or adjustments on a Lease or amend a Lease according to the Servicing
Procedures. However, if the Servicer (a) grants a Payment Extension or Term Extension on a Lease in the 20__-__ Reference Pool resulting
in the final payment date of the Lease being later than the Final Scheduled Payment Date of the most junior Class of Notes issued
by the Issuer or (b) modifies the amount of the Base Payment due on a Lease, it will reallocate the Lease and the related Leased
Vehicle to the Revolving Facility Pool under Section 3.3, unless it is required to take the action by law or court order.


 


Section 3.3.           Servicer's
Reallocation of Leases and Leased Vehicles.


 


(a)            Reallocation
for Servicer Modifications. If an extension or modification of a Lease and Leased Vehicle is made that requires them to be reallocated
under Section 3.2, the Servicer will reallocate the Lease and Leased Vehicle to the Revolving Facility Pool.


 


(b)            Reallocation
for Breach of Servicer's Obligations. If a Responsible Person of the Servicer has knowledge, or receives notice from the Collateral
Agent, the Depositor, the 20__-__ Exchange Noteholder, the Owner Trustee or the Indenture Trustee, of a breach of the Servicer's obligations
in Section 3.3(e) or (f) of the Servicing Agreement that has a material adverse effect on a Lease or Leased Vehicle or
the rights of the Issuer or the Indenture Trustee in any Lease or Leased Vehicle, the Servicer will reallocate the Lease and Leased Vehicle
to the Revolving Facility Pool.


 


(c)            Reallocation
for System Limitation or Inability to Service. If the Servicer, in its sole discretion, determines that as a result of a receivables
systems error or receivables systems limitation or for any other reason the Servicer is unable to service a Lease according to the Servicing
Procedures and the terms of this Supplement and the Servicing Agreement, the Servicer may reallocate the Lease and Leased Vehicle to
the Revolving Facility Pool.


 


(d)            [Reallocation
for Disaster Extension Offers. If the Servicer offers Payment Extensions to Lessees located in a major disaster area as declared
by the Federal Emergency Management Agency before the Closing Date and a Lessee accepts the offered Payment Extensions which results
in the related Lease being extended for a total of more than three months, the Servicer will reallocate the related Lease and Leased
Vehicle to the Revolving Facility Pool.]


 


(e)            Reallocation
of Leases and Leased Vehicles; Payment of Administrative Reallocation Amount. For any reallocation of a Lease and Leased Vehicle
by the Servicer under


 






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this Section 3.3, the Servicer will reallocate the Lease and Leased Vehicle by paying the Administrative Reallocation
Amount on the Business Day before the Payment Date (or, with satisfaction of the Rating Agency Condition, on the Payment Date) related
to the Collection Period in which the Servicer made the extension or modification on the Lease, has knowledge or receives notice of the
breach or determines the need for reallocation or, at the Servicer's option, on or before the following Payment Date, unless the breach
is cured in all material respects before that Payment Date. If Ford Credit is the Servicer, it may pay any Administrative Reallocation
Amounts according to Section 4.3(c).


 


(f)             Reallocation
of Leases and Leased Vehicles. When the Servicer's payment of the Administrative Reallocation Amount for a Lease and Leased Vehicle
is included in Exchange Note Available Funds for a Payment Date, the Lease and Leased Vehicle will be deemed to have been reallocated
to the Revolving Facility Pool, effective as of the last day of the Collection Period before the related Collection Period. After the
reallocation, the Servicer will mark its receivables systems to indicate that the lease and leased vehicle is no longer a Lease and Leased
Vehicle in the 20__-__ Reference Pool.


 


(g)            No
Obligation to Investigate. None of the Servicer, the Collateral Agent, the Issuer, the Owner Trustee, the Indenture Trustee, the
Sponsor, the Depositor or the Administrator will be obligated to investigate whether a breach or other event has occurred that would
require the reallocation of any Lease and Leased Vehicle under this Section 3.3 or whether any Lease and Leased Vehicle is required
to be reallocated under this Section 3.3.


 


(h)            Reallocation
is Sole Remedy. The sole remedy of the Collateral Agent, the Depositor, the 20__-__ Exchange Noteholder, the Owner Trustee, the Indenture
Trustee and the Secured Parties for the occurrence of a condition stated in Section 3.2 or a breach of a covenant made by the Servicer
in Section 3.3(e) or (f) of the Servicing Agreement is the Servicer's reallocation of the Lease and the Leased Vehicle
to the Revolving Facility Pool under this Section 3.3.


 


(i)            Reallocation
for Advance Payment Plan Lease Refunds. If the Servicer determines to refund any amounts that were paid by a Lessee under an Advance
Payment Plan Lease at the time it was originated, the Servicer may reallocate the Advance Payment Plan Lease and related Leased Vehicle
to the Revolving Facility Pool.


 


Section 3.4.          Servicer
Reports and Compliance Statements.


 


(a)            Monthly
Reports.


 


(i)       Investor
Report. At least two Business Days before each Payment Date, the Servicer will deliver to the Depositor, the Issuer, the
Indenture Trustee, the Note Paying Agent, the Administrator and the Rating Agencies a servicing report substantially in the form of
Exhibit A (the "Monthly Investor Report") for that Payment Date and the related Collection Period. A
Responsible Person of the Servicer will certify that the information in the Monthly Investor Report is accurate in all material
respects. The Servicer will include the disclosure required by Rule [4(c)(1)(ii)][4(c)(2)(ii)] of Regulation RR in the first
Monthly Investor Report.


 






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(ii)      Asset-Level
Information. On or before the 15th day following each Payment Date, the Servicer will prepare a Form ABS-EE, including an asset
data file and asset-related document containing the asset-level information for each Lease and Leased Vehicle for the prior Collection
Period as required by Item 1A of Form 10-D.


 


(iii)     [Benchmark
Replacement; Benchmark Replacement Conforming Changes. Upon receipt of notice from the Issuer of the determination of a Benchmark
Replacement and/or the making of any Benchmark Replacement Conforming Changes, the Servicer will include in the Monthly Investor Report
any information regarding the Unadjusted Benchmark Replacement, the Benchmark Replacement Adjustment and any such Benchmark Replacement
Conforming Changes provided by the Issuer.]


 


(b)            Annual
Statement of Compliance. The Servicer will deliver to the Depositor, the Issuer, the Indenture Trustee, the Administrator and the
Rating Agencies within 90 days after the end of each year, starting with the year after the Closing Date, an Officer's Certificate signed
by a Responsible Person of the Servicer, stating that (i) a review of the Servicer's activities during the prior year and of its
performance under this Supplement and the Servicing Agreement has been made under the Responsible Person's supervision and (ii) to
the Responsible Person's knowledge, based on the review, the Servicer has fulfilled in all material respects all of its obligations under
this Supplement and the Servicing Agreement throughout the prior year or, if there has been a failure to fulfill any obligation in any
material respect, stating each failure known to the Responsible Person and the nature and status of the failure. A copy of this Officer's
Certificate may be obtained by any Noteholder or Note Owner by request to the Indenture Trustee.


 


(c)            Report
on Assessment of Compliance with Servicing Criteria and Attestation. The Servicer will:


 


(i)       deliver
to the Depositor, the Issuer, the Indenture Trustee, the Administrator and the Rating Agencies, a report on its assessment of compliance
with the minimum servicing criteria during the prior year, including disclosure of any material instance of non-compliance identified
by the Servicer, as required by Rules 13a-18 and 15d-18 of the Exchange Act and Item 1122 of Regulation AB; and


 


(ii)      cause
a firm of registered public accountants to deliver an attestation report on the assessment of compliance with the minimum servicing criteria
that (A) satisfies the requirements of Rule 13a-18 or 15d-18 under the Exchange Act, as applicable, (B) complies with
Rules 1-02(a)(3) and 2-02(g) of Regulation S-X under the Securities Act and (C) indicates that the firm is qualified
and independent within the meaning of Rule 2-01 of Regulation S-X under the Securities Act.


 


These reports will be delivered within 90 days after
the end of each year, starting in the year after the Closing Date. A copy of these reports may be obtained by any Noteholder or Note
Owner by request to the Indenture Trustee.


 


(d)            Termination
of Reporting Obligation. The Servicer's obligation to deliver or cause the delivery of reports under this Section 3.4 will terminate
on payment in full of the Notes.


 






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Section 3.5.           Notices
Under Servicing Agreement.


 


(a)            Notices
and Certificates Under Servicing Agreement. The Servicer will deliver each notice or certificate received by it or delivered by it
under the Servicing Agreement relating to this Supplement or the 20__-__ Reference Pool to the Issuer, the Indenture Trustee and the
Administrator within five Business Days of receipt or delivery by the Servicer.


 


(b)            Notice
of Merger or Consolidation. The Servicer will notify the Exchange Noteholder and the Rating Agencies of any merger, consolidation,
succession or assignment under Section 7.7 of the Servicing Agreement.


 


(c)            Notice
of Reference Pool Servicer Termination Event. The Servicer will notify the Depositor, the Issuer, the Indenture Trustee, the Administrator
and the Rating Agencies of any Reference Pool Servicer Termination Event for the 20__-__ Reference Pool or any event that with the giving
of notice or lapse of time, or both, would become a Reference Pool Servicer Termination Event for the 20__-__ Reference Pool, no later
than five Business Days after a Responsible Person of the Servicer has knowledge of the event.


 


Section 3.6.           Sarbanes-Oxley
Certificates. If directed by the Administrator, the Servicer will prepare, execute and deliver all certificates or other documents
required to be delivered by the Issuer under the Sarbanes-Oxley Act of 2002.


 


Section 3.7.           Securities
and Exchange Commission Filings. To the extent permitted by law, the Servicer is authorized to execute and, on the request of the
Issuer or the Administrator, will prepare, execute and file, on behalf of the Issuer, any Securities and Exchange Commission filings
required to be filed by the Issuer under Section 7.3 of the Indenture.


 


Section 3.8.           Review
of Servicer's Records. The Servicer will maintain records and documents relating to its performance under this Supplement and the
Servicing Agreement according to its customary business practices. On reasonable request not more than once during any year, the Servicer
will give the Issuer, the Depositor, the Administrator, the Owner Trustee and the Indenture Trustee (or their representatives) access
to the records and documents to conduct a review of the Servicer's performance under this Supplement and the Servicing Agreement. Any
access or review will be conducted at the Servicer's offices during its normal business hours at a time reasonably convenient to the
Servicer and in a manner that will minimize disruption to its business operations. Any access or review will be subject to the Servicer's
confidentiality and privacy policies.


 


Section 3.9.           Servicer's
Authorized and Responsible Persons. On or before the Closing Date, the Servicer will notify the Indenture Trustee and the Owner Trustee
of each Person who (a) is authorized to give instructions and directions to the Indenture Trustee and the Owner Trustee on behalf
of the Servicer and (b) is a Responsible Person for the Servicer. The Servicer may change such Persons by notifying the Indenture
Trustee and the Owner Trustee.


 






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Section 3.10.         Servicer's
Fees.


 


(a)            Reference
Pool Servicing Fee. As compensation for performing its obligations under the Servicing Agreement and this Supplement relating to
the 20__-__ Reference Pool, the Servicer will be paid the Reference Pool Servicing Fee.


 


(i)       The
 "Reference Pool Servicing Fee" will, for a Payment Date, be an amount equal to the sum of (A) the product of: (1) one-twelfth
of 1.00%; times (2) the Pool Balance as of the last day of the related Collection Period (or the Cutoff Date for the first
Payment Date), plus (B) the portion of the Reference Pool Servicing Fee for the prior Payment Date, if any, that was not
paid on that Payment Date.


 


(ii)       The
Reference Pool Servicing Fee will be payable solely from, and the right of the Servicer to receive the Reference Pool Servicing Fee will
be limited in recourse to, the 20__-__ Collections and other amounts applied to the payment of that fee under the Exchange Note Supplement.


 


(b)            Lease
Administration Amounts. As additional compensation for performing its obligations under the Servicing Agreement and this Supplement
and as reimbursement for costs and expenses incurred in performing its obligations, the Servicer will be entitled to retain for its own
account Lease Administration Amounts (or to withdraw and retain Lease Administration Amounts that nevertheless have been deposited in
the Exchange Note Collection Account). Lease Administration Amounts are the property of the Servicer.


 


(c)            Administration
Fee. As compensation for the performance of its obligations under the Servicing Agreement and this Supplement relating to the servicing
of the 20__-__ Exchange Note, the Servicer will be entitled to the Administration Fee, payable according to the Exchange Note Supplement.


 


Section 3.11.         Servicer's
Expenses. If Ford Credit is the Servicer, it may retain for its own account 20__-__ Collections to the extent of reimbursable amounts
under Section 3.8 of the Servicing Agreement for the 20__-__ Reference Pool.


 


ARTICLE IV

ACCOUNTS, COLLECTIONS AND APPLICATION OF FUNDS


 


Section 4.1.           Bank
Accounts


 


(a)            Establishment
of Bank Accounts. On or before the Exchange Note Issuance Date, the Servicer will establish the following segregated trust accounts
at a Qualified Institution (initially the corporate trust department of ________________), each in the name "____________________,
as Indenture Trustee, as secured party for Ford Credit Auto Lease Trust 20__-__", to be designated as follows:


 


(i)       "Exchange
Note Collection Account" with account number ______;


 


(ii)      "Collection
Account" with account number ______; and


 






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(iii)     "Reserve
Account" with account number ______.


 


(b)            Control
of the Bank Accounts. Each of the Bank Accounts will be under the control of the Indenture Trustee so long as the Bank Accounts remain
subject to the Lien of the Indenture, except that the Servicer may make deposits to and direct the Indenture Trustee to make deposits
to or withdrawals from the Bank Accounts according to the Transaction Documents. The Servicer may direct the Indenture Trustee to withdraw
from the Exchange Note Collection Account and pay to the Servicer or as directed by the Servicer amounts that are not Exchange Note Available
Funds for a Collection Period or that were deposited in the Exchange Note Collection Account in error. After the Notes are paid in full
and the Bank Accounts are released from the Lien of the Indenture, the Exchange Note Collection Account will be under the control of
the Collateral Agent, the Collection Account will be under the control of the Servicer and the Reserve Account will be under the control
of the Depositor. Following the payment in full of the 20__-__ Exchange Note, the Exchange Note Collection Account will be under the
control of the Borrowers.


 


(c)            Benefit
of Accounts; Deposits and Withdrawals. The Bank Accounts and all cash, money, securities, investments, financial assets and other
property deposited in or credited to them will be maintained by the Indenture Trustee (i) until the payment in full of the Notes
and the release of the Bank Accounts from the Lien under the Indenture, as secured party for the benefit of the Secured Parties, (ii) then,
until the payment in full of the 20__-__ Exchange Note, as agent of the Collateral Agent and (iii) then, as agent of the Borrowers.
All deposits to and withdrawals from the Bank Accounts will be made according to the Transaction Documents.


 


(d)            Maintenance
of Accounts. If an institution maintaining the Bank Accounts ceases to be a Qualified Institution, the Servicer will, with the Indenture
Trustee's assistance as necessary, move the Bank Accounts to a Qualified Institution within 30 days.


 


(e)            Compliance.
Each Bank Account will be subject to the Account Control Agreement or the Titling Company Account Control Agreement. The Servicer will
ensure that the Account Control Agreement and the Titling Company Account Control Agreement require the Qualified Institution maintaining
the Bank Accounts to comply with "entitlement orders" (as defined in Section 8-102 of the UCC) from the Indenture Trustee
without further consent of the Issuer, if the Notes are Outstanding, or the Borrowers, if the 20__-__ Exchange Note is Outstanding, and
to act as a "securities intermediary" according to the UCC.


 


Section 4.2.           Investment
of Funds in Bank Accounts.


 


(a)            Permitted
Investments. If no Default, Event of Default or Exchange Note Default has occurred and is continuing, the Servicer may instruct
the Indenture Trustee to invest any funds in the Bank Accounts in Permitted Investments and, if investment instructions are
received, the Indenture Trustee will direct the Qualified Institution maintaining the Bank Accounts to invest the funds in the Bank
Accounts in those Permitted Investments. The investment instructions from the Servicer may be in the form of a standing instruction.
If (i) the Servicer fails to give investment instructions for any funds in a Bank Account to the Indenture Trustee by 11:00
a.m. New York time (or other time as may be agreed by the Indenture Trustee) on the Business Day before a Payment Date or
(ii) the Qualified Institution receives notice from the Indenture Trustee that a Default, Event of Default or Exchange Note
Default has occurred and is continuing for the Notes


 






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or the 20__-__ Exchange Note, the Qualified Institution will invest and
reinvest funds in the Bank Accounts according to the last investment instructions received, if any. If no prior investment
instructions have been received or if the instructed investments are no longer available or permitted, the Indenture Trustee will
notify the Servicer and request new investment instructions, and the funds will remain uninvested until new investment instructions
are received. The Servicer may direct the Indenture Trustee to consent, vote, waive or take any other action, or not to take any
action, on any matters available to the holder of the Permitted Investments.


 


(b)            Maturity
of Investments. Any Permitted Investments of funds in the Bank Accounts (or any reinvestments of the Permitted Investments) for a
Collection Period must mature, if applicable, and be available no later than the Business Day before the related Payment Date. However,
funds in the Reserve Account may be invested in Permitted Investments that will not mature or be available before the related Payment
Date if the Rating Agency Condition has been satisfied for the investment. Any Permitted Investments with a maturity date will be held
to their maturity, except that such Permitted Investments may be sold or disposed of before their maturity (i) if they relate to
funds in the Reserve Account required to satisfy the Reserve Account Draw Amount on a Payment Date or (ii) in connection with the
sale or liquidation of the Leases and Leased Vehicles following an Exchange Note Default under Section 6.6(a) of the Credit
and Security Agreement.


 


(c)            No
Liability for Investments. None of the Depositor, the Servicer, the Indenture Trustee or the Qualified Institution maintaining any
Bank Account will be liable for the selection of Permitted Investments or for investment losses incurred on Permitted Investments (other
than in the capacity as obligor, if applicable).


 


(d)            Continuation
of Liens in Investments. The Servicer will not direct the Indenture Trustee to make any investment of any funds or to sell any investment
held in the Bank Account unless the security interest Granted and perfected in the account in favor of the Indenture Trustee will continue
to be perfected in the investment or the proceeds of the sale without further action by any Person.


 


(e)            Investment
Earnings. The Servicer will receive investment earnings (net of losses and investment expenses) on funds in the Bank Accounts as
additional compensation for the servicing of the Leases and Leased Vehicles. The Servicer will direct the Indenture Trustee to withdraw
the investment earnings and distribute them to the Servicer on each Payment Date.


 


Section 4.3.           Deposits
and Payments.


 


(a)            Exchange
Note Issuance Date Deposit. On the Exchange Note Issuance Date, the Servicer will deposit in the Exchange Note Collection Account
an amount equal to the sum of (i) the Cutoff Date Payahead Amount and (ii) all Active Lease Proceeds, Terminating Lease Proceeds
and Closed Lease Proceeds (excluding Recoveries) received and applied on the Leases during the period from the Cutoff Date to two Business
Days before the Exchange Note Issuance Date.


 


(b)            Deposit
of Collections.


 


(i)       If
the Servicer's short term unsecured debt is not rated at least the Monthly Deposit Required Ratings or a Reference Pool Servicer Termination
Event for the 20__-__


 






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Reference Pool occurs, the Servicer will deposit in the Exchange Note Collection Account all Active Lease Proceeds,
Terminating Lease Proceeds and Closed Lease Proceeds (excluding Recoveries) received and applied on the Leases within two Business Days
after application.


 


(ii)      If
the Servicer is Ford Credit and Ford Credit's short term unsecured debt is rated at least ["F1" by Fitch, "P-1" by
Moody's and "A-1" by Standard & Poor's] (the "Monthly Deposit Required Ratings"), Ford Credit may
deposit all Active Lease Proceeds, Terminating Lease Proceeds and Closed Lease Proceeds (excluding Recoveries) received and applied on
the Leases in the Exchange Note Collection Account on the Business Day before each Payment Date or, with satisfaction of the Rating Agency
Condition, on each Payment Date.


 


(iii)     The
Servicer may deposit in the Exchange Note Collection Account all Administrative Reallocation Amounts, [Active Lease Advances,] Payment
Extension Fees and Recoveries received and applied in a Collection Period on the Business Day before the related Payment Date or, with
satisfaction of the Rating Agency Condition, on the related Payment Date.


 


(c)            Reconciliation
of Deposits. If Ford Credit is the Servicer and for any Payment Date, the sum of (i) 20__-__ Collections for the Collection
Period, plus (ii) Administrative Reallocation Amounts for the Payment Date, exceeds the amounts deposited under Section 4.3(b) for
the Collection Period, Ford Credit will deposit an amount equal to the excess into the Collection Account on the Business Day before
the Payment Date or, with satisfaction of the Rating Agency Condition, on the Payment Date. If, for any Payment Date, the amounts deposited
under Section 4.3(b) for the Collection Period exceed the sum of (i) 20__-__ Collections for the Collection Period, plus
(ii) Administrative Reallocation Amounts for the Payment Date, the Indenture Trustee will pay to Ford Credit an amount equal
to the excess within two Business Days of Ford Credit's direction, but no later than the Payment Date. If requested by the Indenture
Trustee, Ford Credit will provide reasonable supporting details for its calculation of the amounts to be deposited or paid under this
Section 4.3(c).


 


(d)            Net
Deposits. Ford Credit may make the deposits and payments required by Section 4.3(b) net of Reference Pool Servicing Fees
to be paid to Ford Credit for the Collection Period[, Advance Reimbursement Amounts the Servicer is permitted to retain under Section 4.4(b)]
and amounts the Servicer is permitted to retain or be reimbursed for under Section 3.10. The Servicer will account for all deposits
and payments in the Monthly Investor Report as if the amounts were deposited and/or paid separately.


 


(e)            No
Segregation. Pending deposit in the Exchange Note Collection Account, the Servicer is not required to segregate 20__-__ Collections
or Payaheads from its own funds.


 


Section 4.4.         [Advances].


 


(a)            [Advances
by Servicer. The Servicer may, at its option, make an advance for each Active Lease other than an Advance Payment Plan Lease and
each Collection Period if the Base Payment exceeds the sum of (i) Active Lease Proceeds (which may be positive or negative) plus


 






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(ii) the Payahead Draw, by depositing the amount of the excess (equal to the Active Lease Advance) in the Exchange Note Collection
Account on the Business Day before the related Payment Date or, with satisfaction of the Rating Agency Condition, on that Payment Date.
However, the Servicer will only make Active Lease Advances on a Lease if the Servicer, in its sole discretion, determines that the advances
will be recoverable from subsequent 20__-__ Collections (whether relating to the Lease and Leased Vehicle or another Lease or Leased
Vehicle) under Section 4.3(b).


 


(b)            Reimbursement
for Outstanding Advances. During each Collection Period, the Servicer will be reimbursed for any outstanding Advance Balance on a
Lease for the prior Collection Period (or, for the first Collection Period, as of the Cutoff Date) by retaining the following amounts
(the "Advance Reimbursement Amount") in the following order of priority:


 


(i)       first,
if the Lease is an Active Lease in the Collection Period, an amount equal to the lesser of (A) the sum of (1) Active Lease
Proceeds, plus (2) the Administrative Reallocation Amount, if any, minus (3) the Base Payment, in each case for the Lease and
the Collection Period and (B) the Advance Balance;


 


(ii)      second,
if the Lease is a Terminating Lease or a Closed Lease in the Collection Period, an amount equal to the lesser of (A) the sum of
(1) the Terminating Lease Proceeds, plus (2) the Closed Lease Proceeds, plus (3) the Administrative Reallocation Amount,
if any, in each case for the Lease and the Collection Period and (B) the Advance Balance; and


 


(iii)     third,
on and after the Collection Period that includes the Closed Date for the Lease, an amount equal to the lesser of (A) the sum of
Active Lease Proceeds, Terminating Lease Proceeds, Closed Lease Proceeds and Administrative Reallocation Amounts (in each case not relating
to the Lease) for the Collection Period and (B) the excess, if any, of (1) the Advance Balance over (2) the amount
retained by the Servicer under Section 4.3(b)(ii) for the current Collection Period.


 


(c)            Direction
for Reimbursement. The Servicer may direct the Indenture Trustee, if the Notes are Outstanding, and then, the Collateral Agent, to
withdraw from the Exchange Note Collection Account and pay to the Servicer any amounts the Servicer is entitled to retain under this
Section 4.4(c) if those amounts have been deposited in the Exchange Note Collection Account.]


 


Section 4.5.           [Payment
of Advances]. [If a successor Servicer is appointed under the Servicing Agreement, the predecessor Servicer will be entitled to
be reimbursed for the Advance Balances outstanding on the date of resignation or termination of the predecessor Servicer. Advance
Reimbursement Amount for a Lease will be applied (a) first, to the Advance Balances outstanding on the date of
resignation or termination of the predecessor Servicer and (b) second, to any remaining Advance Balances.]


 


Section 4.6.           Reserve
Account Draw Amount. At least two Business Days before each Payment Date, the Servicer will calculate the Reserve Account Draw Amount
for the Payment Date and will direct the Indenture Trustee to withdraw the amount, if any, from the Reserve Account and deposit it in
the Exchange Note Collection Account.


 







    10


     


    

 


Section 4.7.           Direction
to Indenture Trustee for Distributions. At least two Business Days before a Payment Date, the Servicer will direct the Indenture
Trustee (based on the most recent Monthly Investor Report) to make the withdrawals, deposits, distributions and payments required to
be made on the Payment Date under Section 5.1 of the Exchange Note Supplement, Section 8.2 of the Indenture and Section 4.3(c) of
this Agreement.


 


ARTICLE V

SERVICER


 


Section 5.1.           Servicer's
Representations and Warranties. The Servicer has made the representations and warranties in Section 6.1 of the Servicing Agreement,
which representations and warranties (i) the Lender, the Titling Companies and the Collateral Agent have relied on, and the Depositor
and the Issuer will rely on in acquiring the 20__-__ Exchange Note, and (ii) are remade as of the Exchange Note Issuance Date and
will survive the sale and assignment of the 20__-__ Exchange Note by Ford Credit to the Depositor under the Exchange Note Purchase Agreement
and by the Depositor to the Issuer under the Exchange Note Sale Agreement and the pledge of the 20__-__ Exchange Note by the Issuer to
the Indenture Trustee under the Indenture.


 


Section 5.2.           Indemnities
of Servicer.


 


(a)            Indemnification
under Servicing Agreement. In addition to the Indemnified Persons listed in Section 6.3(a) of the Servicing Agreement,
the Servicer will also indemnify the Issuer, the Owner Trustee and the Indenture Trustee as "Indemnified Persons" under that
Section.


 


(b)            Indemnification
for Servicing. The Servicer will indemnify each Titling Company, each Holding Company, the Administrative Agent, the Collateral Agent,
the Lender, the Issuer, the Owner Trustee, the Indenture Trustee, the 20__-__ Exchange Noteholder and their officers, directors, employees
and agents (each, an "Indemnified Person") for all fees, expenses, losses, damages and liabilities resulting from the
Servicer's (including in its capacity as Custodian) willful misconduct, bad faith or negligence in performing its obligations under the
Transaction Documents (including the fees and expenses of defending themselves against any loss, damage or liability and any fees and
expenses incurred in connection with any proceedings brought by the Indemnified Person to enforce the Servicer's indemnification obligations).


 


(c)            Proceedings.
If an Indemnified Person receives notice of a proceeding against it, the Indemnified Person will, if a claim will be made against
the Servicer under this Section 5.2, promptly notify the Servicer of the proceeding. The Servicer may participate in and assume
the defense and settlement of a proceeding at its expense. If the Servicer notifies the Indemnified Person of its intention to
assume the defense of the proceeding with counsel reasonably satisfactory to the Indemnified Person, and so long as the Servicer
assumes the defense of the proceeding in a manner reasonably satisfactory to the Indemnified Person, the Servicer will not be liable
for fees and expenses of counsel to the Indemnified Person unless there is a conflict between the interests of the Servicer and the
Indemnified Person. If there is a conflict, the Servicer will pay the reasonable fees and expenses of separate counsel to the
Indemnified Person. No settlement of a proceeding may be made without the approval of the Servicer and the Indemnified Person, which
approval will not be unreasonably withheld.


 






    11


     


    

 


(d)            Survival
of Obligations. The Servicer's obligations under this Section 5.2, for the period it was the Servicer, will survive the Servicer's
resignation or termination, the termination of this Supplement, the resignation or removal of the Owner Trustee or the Indenture Trustee
and the termination of the Issuer.


 


(e)            Repayment.
If the Servicer makes a payment to an Indemnified Person under this Section 5.2 and the Indemnified Person later collects from others
any amounts for which the payment was made, the Indemnified Person will promptly repay those amounts to the Servicer.


 


Section 5.3.           Reference
Pool Servicer Termination Events. The Reference Pool Servicer Termination Events applicable to the 20__-__ Reference Pool are as
stated in Section 7.3(a) of the Servicing Agreement. [There are no additional Reference Pool Servicer Termination Events for
the 20__-__ Reference Pool.]


 


Section 5.4.           Servicer
May Own Exchange Note and Notes. The Servicer and any Affiliate of the Servicer may, in its individual or other capacity, become
the owner or pledgee of the 20__-__ Exchange Note and the Notes with the same rights as it would have if it were not the Servicer or
an Affiliate of the Servicer, except as otherwise stated in any Transaction Document.


 


ARTICLE VI

TERMINATION


 


Section 6.1.           Clean-Up
Call.


 


(a)            Servicer
Option. If the aggregate Note Balance on any Payment Date (after giving effect to any principal payments to be made on the Notes
on such Payment Date) is equal to or less than [5]% of the initial aggregate Note Balance, the Servicer will have the option to purchase
the 20__-__ Exchange Note in whole but not in part on such Payment Date. The Servicer may exercise its option to purchase the 20__-__
Exchange Note by (i) notifying the Collateral Agent, the Borrowers, the Owner Trustee, the Administrative Agent, the Indenture Trustee
and the Rating Agencies at least ten days before the related Payment Date (which Payment Date will be the Exchange Note Purchase Date)
and (ii) depositing in the Exchange Note Collection Account an amount equal to the Exchange Note Purchase Price on the Business
Day before the Exchange Note Purchase Date (or, with satisfaction of the Rating Agency Condition, on the Exchange Note Purchase Date).
However, the Servicer may not exercise its option to purchase the 20__-__ Exchange Note unless the sum of (i) the Exchange Note
Purchase Price and (ii) the amount in the Exchange Note Collection Account for the related Collection Period, is greater than or
equal to the sum of (A) the Note Redemption Price for the Notes and (B) all other amounts payable by the Issuer under the Transaction
Documents.


  


(b)            Cancellation
and Reallocation. If the Servicer and the Lender under the Credit and Security Agreement are the same entity, on purchase of the
20__-__ Exchange Note by the Servicer under Section 6.1(a), the Servicer may, on notice to the Borrowers, the Lender, the Collateral
Agent and the Administrative Agent, direct that the 20__-__ Exchange Note be cancelled by the Lender and the Leases and related Leased
Vehicles be reallocated to the Revolving Facility Pool by the Collateral Agent.


 






    12


     


    

 


Section 6.2.           Termination
of Servicing Supplement. This Supplement will terminate when the Servicing Agreement terminates, and may also be terminated by the
Servicer or the Titling Companies at any time after the payment in full or cancellation of the 20__-__ Exchange Note.


 


ARTICLE VII

OTHER AGREEMENTS


 


Section 7.1.           No
Petition. Each party agrees that, before the date that is one year and one day (or, if longer, any applicable preference period)
after the payment in full of (a) all Secured Obligations, including all Exchange Notes, and any other Securities, (b) all securities
issued by the Depositor or by a trust for which the Depositor was a depositor or (c) the Notes, it will not start or pursue against,
or join any other Person in starting or pursuing against, (i) either Titling Company or either Holding Company, (ii) the Depositor
or (iii) the Issuer, respectively, any bankruptcy, reorganization, arrangement, insolvency or liquidation proceedings or other proceedings
under any bankruptcy or similar law. This Section 7.1 will survive the termination of this Supplement.


 


Section 7.2.           Conflict
with Servicing Agreement. If there is a conflict between this Supplement and the Servicing Agreement, this Supplement will govern
for the 20__-__ Reference Pool only.


 


ARTICLE VIII

MISCELLANEOUS


 


Section 8.1.           Amendments.
This Supplement may be amended according to Section 9.1 of the Servicing Agreement [(including to clarify an ambiguity, correct
an error or correct or supplement any term of this Supplement that may be defective or inconsistent with the terms of any prospectus
or offering memorandum related to the Notes)]. Promptly on the execution of an amendment to this Supplement or the Servicing Agreement,
(a) the Servicer will deliver a copy of the amendment to the Issuer, the Indenture Trustee, the Administrator and the Rating Agencies
and (b) the Indenture Trustee will notify each Noteholder of the substance of the amendment.


 


Section 8.2.           Benefit
of Agreement; Third-Party Beneficiaries. The Servicing Agreement and this Supplement are for the benefit of and will be binding on
the parties and their permitted successors and assigns. The 20__-__ Exchange Noteholder, the Owner Trustee and the Indenture Trustee
for the benefit of the Secured Parties will be third-party beneficiaries of this Supplement and may enforce this Supplement against the
Servicer. No other Person will have any right or obligation under this Supplement.


 


Section 8.3.           GOVERNING
LAW. THIS SUPPLEMENT WILL BE GOVERNED BY AND CONSTRUED ACCORDING TO THE LAWS OF THE STATE OF NEW YORK.


 


Section 8.4.           Severability.
If a part of this Supplement is held invalid, illegal or unenforceable, then it will be deemed severable from the remaining Supplement
and will in no way affect the validity, legality or enforceability of the remaining Supplement.


 


Section 8.5.           Headings.
The headings in this Supplement are included for convenience and will not affect the meaning or interpretation of this Supplement.


 






    13


     


    

 


Section 8.6.           Counterparts.
This Supplement may be executed in multiple counterparts. Each counterpart will be an original and the counterparts will together be
one document.


 


[Remainder of Page Left Blank]


 






    14


     


    

 


EXECUTED BY:


	 	 
	 	FORD MOTOR CREDIT
    COMPANY LLC,
	 	 	as Servicer for the Collateral Specified Interests and the 20__-__ Reference Pool and as Lender
	 	 
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:
	 	 	 
	 	 
	 	CAB EAST LLC,
	 	 	acting for its series of limited liability company interests designated as the "Collateral Specified
Interest," as a Titling Company
	 	 	 
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:
	 	 
	 	 
	 	CAB WEST LLC,
	 	 	acting for its series of limited liability company interests designated as the "Collateral Specified
Interest," as a Titling Company
	 	 
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:
	 	 
	 	 
	 	HTD LEASING LLC,
	 	 	as Collateral Agent
	 	 
	 	 
	 	By:	 
	 	 	Name:
	 	 	Title:




 


[Signature Page to Servicing Supplement]


 






    


     


    

 


Exhibit A


 


Form of Monthly Investor Report


 


Ford Credit Auto Lease Trust 20__-_

Monthly Investor Report


 


Payment Date

Collection Period

Transaction Month


 


Additional information about the structure, cashflows, defined terms and
parties for this transaction can be found in the prospectus, available on the SEC website (http://www.sec.gov) under the registration
number 333-______ and at [https://www.ford.com/finance/investor-center/asset-backed-securitization].


 


I. SUMMARY


 


	 	Initial
    Balance	Beginning
    of 

Period Balance	End
    of Period

 Balance	End
    of Period

 Factor
	 	 	 	 	 
	20__-_ Reference Pool Balance	 	 	 	 
	Total Note Balance	 	 	 	 
	Total Overcollateralization	 	 	 	 
	 	 	 	 	 
	20__-_ Exchange Note Balance	 	 	 	 
	20__-_ Exchange Note Overcollateralization	 	 	 	 


 


	 	 	 	 
	Overcollateralization	 	Beginning of

 Period	End of Period
	20__-_ Reference Pool Balance as a % of Total
    Note Balance	 	 	 
	20__-_ Reference Pool Balance as a % of 20__-_
    Exchange Note Balance	 	 	 
	 	 	 	 


 


	 	Note
    Interest Rate	Initial
    Balance	Beginning
    of

 Period Balance	End
    of Period 

Balance	End
    of Period

 Factor
	Class A-1 Notes	 	 	 	 	 
	Class A-2[a] Notes	 	 	 	 	 
	[Class A-2b Notes]	 	 	 	 	 
	Class A-3 Notes	 	 	 	 	 
	Class A-4 Notes	 	 	 	 	 
	Class B Notes	 	 	 	 	 
	Class C Notes	 	 	 	 	 
	[Class D Notes]	 	 	 	 	 
	Total	 	 	 	 	 


 


	 	Principal
    Payments	Interest
    Payments	Total
    Payments
	 	Actual	per 
    $1000 Face	Actual	per
    $1000 Face	Actual	per
    $1000 Face
	Class A-1 Notes	 	 	 	 	 	 
	Class A-2[a] Notes	 	 	 	 	 	 
	[Class A-2b Notes]	 	 	 	 	 	 
	Class A-3 Notes	 	 	 	 	 	 
	Class A-4 Notes	 	 	 	 	 	 
	Class B Notes	 	 	 	 	 	 
	Class C Notes	 	 	 	 	 	 
	[Class D Notes]	 	 	 	 	 	 
	Total	 	 	 	 	 	 


 






    EA-1


     


    

 


II. POOL INFORMATION


 


	 	Lease
    Balance	Securitization
    Value	Residual
    Portion of

 Securitization Value
	 	 	 	 
	20__-_ Reference Pool 	 	 	 
	Beginning of Period	 	 	 
	Change	 	 	 
	End of Period	 	 	 
	 	 	 	 
	Residual Portion of Securitization
    Value as % of Securitization Value at end of period


 


	 	At
    Cutoff Date	Terminations
    in

 Prior Periods	Beginning
    of

 Period	Terminations
    in

 Current Period	End
    of Period
	 	 	 	 	 	 
	Number of Leases	 	 	 	 	 
	 	 	 	 	 	 
	Weighted Average Remaining Term to Maturity
    in Months	 	 	 	Beginning of 

Period	End of Period


 


	Delinquent
    Leases	Number
    of Leases	Securitization
    Value	%
    of End of Period

 Reference Pool 

Balance
	 	 	 	 
	31 – 60 Days Delinquent	 	 	 
	61 – 90 Days Delinquent	 	 	 
	91 –120 Days Delinquent	 	 	 
	Over 120 Days Delinquent	 	 	 
	Total Delinquent Leases	 	 	 
	 	 	 	 
	Delinquency Trigger (61+ Delinquent Leases):	 	 	 
	Transaction Month	Trigger	 	 
	1 – 12:	___%	 	 
	13+:	___%	 	 
	61+ Delinquent Leases Balance to EOP Reference
    Pool Balance:	 	 	 
	 	 	 	 
	Delinquency Trigger Occurred:  	[Y/N]	 	 
	 	 	 	 
	Payment Extensions Granted in the Current Collection
    Period	Number of Leases	Securitization Value	 
	 	 	 	 
	1 Month Extensions	 	 	 
	2 Month Extensions	 	 	 
	3 Month Extensions	 	 	 
	Total Extensions	 	 	 
	 	 	 	 
	Prepayment Speed	Current Period	Cumulative	 


 


III. EXCHANGE NOTE COLLECTIONS AND DISTRIBUTIONS


 


	Collections	 	 	 
	Base Monthly Payments (Rent)	 	 	 
	plus:  Payoffs	 	 	 
	plus:  Other (including extension
    fees, excess charges, etc.)	 	 	 
	minus:  Payaheads	 	 	 
	plus:  Payahead Draws	 	 	 
	plus:  Advances	 	 	 
	minus:  Advance Reimbursement Amounts	 	 	 
	plus: Administrative Reallocation Amounts	 	 	 
	plus:   Net Sale Proceeds	 	 	 
	plus:  Recoveries	 	 	 
	Total Collections	 	 	 
	Reserve Account Draw Amount	 	 	 
	Total Collections Plus 

    Reserve Account Draw Amounts	 	 	 


 






    EA-2


     


    

 


Exchange Note Distributions


 


	 	Amount
    Due	Amount
    Paid	Remaining
    

Available Funds	Shortfall
	Ref Pool Servicing Fee and Adv
    Reimbursement	 	 	 	 
	20-__-_ Exchange Note Interest Payment	 	 	 	 
	Shortfall Payment (to cover Notes)	 	 	 	 
	Reserve Account Deposit	 	 	 	 
	20-__-_ Exchange Note Principal Payment	 	 	 	 
	Shared Amounts	 	 	 	 
	Excess Exchange Note Amounts	 	 	 	 
	Total	 	 	 	 


 


IV. AVAILABLE FUNDS AND DISTRIBUTIONS


 


	Available Funds	 	 	 	 
	20-__-_ Exchange Note Interest Payment	 	 	 	 
	20-__-_ Exchange Note Principal Payment	 	 	 	 
	Shortfall Payment (to cover Notes)	 	 	 	 
	Excess Exchange Note Amounts	 	 	 	 
	Total	 	 	 	 


 


	ABS Note Distributions	Amount Due	Amount Paid	Remaining

 Available
    Funds	Shortfall
	Trustee Fees and Expenses	 	 	 	 
	Administration Fee	 	 	 	 
	Class A-1 Interest	 	 	 	 
	Class A-2[a] Interest	 	 	 	 
	[Class A-2b Interest]	 	 	 	 
	Class A-3 Interest	 	 	 	 
	Class A-4 Interest	 	 	 	 
	Total Class A Interest	 	 	 	 
	First Priority Principal Payment	 	 	 	 
	Class B Interest	 	 	 	 
	Second Priority Principal Payment	 	 	 	 
	Class C Interest	 	 	 	 
	[Third Priority Principal Payment]	 	 	 	 
	[Class D Interest]	 	 	 	 
	Specified Reserve Deposit	 	 	 	 
	Regular Principal Payment	 	 	 	 
	Additional Trustee Fee
    and Expenses	 	 	 	 
	Remaining Funds to Holder of Residual Interest	 	 	 	 
	Total	 	 	 	 


 


V. RECONCILIATION OF ADVANCES AND PAYAHEADS


 


	Advances	 	 	 	 
	Beginning of Period Advance Balance	 	 	 	 
	plus: Additional Advances	 	 	 	 
	minus: Advance of Reimbursement Amounts	 	 	 	 
	End of Period Advance Balance	 	 	 	 
	 	 	 	 	 
	Payaheads	 	 	 	 
	Beginning of Period Payahead Balance	 	 	 	 
	plus: Additional Payaheads	 	 	 	 
	minus: Payahead Draws	 	 	 	 
	End of Period Payahead Balance	 	 	 	 


 


VI. RESERVE ACCOUNT


 


	Beginning of Period Reserve Account
    Balance	 	 	 	 
	minus: Reserve Account Draw	 	 	 	 
	plus:  Reserve Deposit from Exchange
    Note Distributions	 	 	 	 
	plus: Reserve Deposit from Note Distributions	 	 	 	 
	End of Period Reserve Account Balance	 	 	 	 



 






    EA-3


     


    

 


	Memo:  Required Reserve Amount	 	 	 	 


 


VII. OVERCOLLATERALIZATION INFORMATION


 


	Targeted Overcollateralization Amount	 	 	 
	Actual Overcollateralization Amount (EOP Pool
    Balance – EOP Note Balance)	 	 	 


 


VIII. LEASE TERMINATIONS


 


	 	Number of Leases	Securitization
    Value
	 	Current Period	Cumulative	Current Period	Cumulative
	Retained Vehicles	 	 	 	 
	Early Terminations	 	 	 	 
	Standard Terminations	 	 	 	 
	Total Retained	 	 	 	 
	 	 	 	 	 
	Returned Vehicles	 	 	 	 
	Early Terminations	 	 	 	 
	Standard Terminations	 	 	 	 
	Total Returned	 	 	 	 
	 	 	 	 	 
	Charged Off /Repossessed
    Vehicles	 	 	 	 
	Removals by Servicer and
    Other	 	 	 	 
	Total Terminations	 	 	 	 


 


	Memo: 1)  Removals of Leases Terminated
    in Prior Periods	 	 	Current Period	Cumulative
	2)  Number of Leases Scheduled to
    Terminate	 	 	 	 
	Return Rate (Returned/Total Terminations)	 	 	 	 
	Early Termination Rate (Early Terminations /Total
    Terminations)	 	 	 	 
	Note:  An Early Termination
    is a lease that terminates more than three months prior to the month in which it is scheduled to terminate.
	 	 	 	 	 	 





IX. GAIN (LOSS) CALCULATIONS


 


	 	Number of Leases	Gain (Loss)
	 	Current Period	Cumulative	Current Period	Cumulative
	Gain (Loss)
    on Retained Vehicles	 	 	 	 
	Customer Payments	 	 	 	 
	plus: Payahead
    draws	 	 	 	 
	minus: Unreimbursed
    Advances	 	 	 	 
	minus: Securitization
    Value of Retained Vehicles	 	 	 	 
	Total	 	 	 	 
	Gain (Loss)
    Per Retained Vehicle	 	 	 	 
	 	 	 	 	 
	Gain (Loss)
    on Returned Vehicles	 	 	 	 
	Customer Payments	 	 	 	 
	plus: Net Sale
    Proceeds	 	 	 	 
	plus: Payahead
    Draws	 	 	 	 
	minus: Unreimbursed
    Advances	 	 	 	 
	minus: Securitization
    Value of Returned Vehicles	 	 	 	 
	Total	 	 	 	 
	Gain (Loss)
    Per Returned Vehicle	 	 	 	 
	 	 	 	 	 
	Credit Gain
    (Loss) Charged Off/Repo Vehicles	 	 	 	 
	Credit Gain (Loss) Per Charged
    Off/Repo Vehicle	 	 	 	 
	 

    Recoveries 
	 	 	 	 
	 	 	 	 	 
	Total Gain
    (Loss)- - Net of Recoveries	 	 	 	 
	Average Gain (Loss) on all Retained,
    Returned, and Repossessed Vehicles

     

    Removals by Servicer and Other

    Note: There is no Gain or Loss on Removals

     
	 	 	 	 
	Memo: Residual
    Gain (Loss) on Returned Vehicles	 	 	 	 
	Net Sale Proceeds	 	 	 	 
	plus: Excess
    Wear and Use and Excess Mileage Assessed	 	 	 	 
	 	 	 	 	 	 	 







    EA-4


     


    

 


	minus: Residual
    Portion of Securitization Value	 	 	 	 
	Total	 	 	 	 
	Residual Gain
    (Loss) Per Returned Vehicle	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	Prior and Current Collection Periods Average Gain (Loss):

     
	 	 	 	Percent

     

	Ratio of Total
    Gain (Loss) to the Average Pool Balance (annualized)	 	 	 	 
	Third Prior
    Collection Period	 	 	 	 
	Second Prior Collection Period	 	 	 
	Prior Collection Period	 	 	 	 
	Current Collection Period	 	 	 	 
	Four Month Average (Current
    and Prior Three Collection Periods)	 	 	 	 
	 	 	 	 	 
	Ratio of Cumulative Total Gain
    (Loss) for all Collection Periods to Initial Pool Balance	 	 	 
	 	 	 	 	 
	 	 	 	 	 
	 	 	 	 	 	 	 


 


X. CREDIT RISK RETENTION INFORMATION


 


[There were no material changes in the Depositor's retained interest
in the transaction.]


 


[The fair value of the Notes and the Residual Interest on the Closing
Date is summarized below:


 





	 	Fair
                                            Value
 (Mils.)	 	Fair
                                            Value
 (%)
	Class A
    notes	 	$	      	 	 	 	       	%	 
	Class B
    notes	 	$	 	 	 	 	 	%	 
	Class C
    notes	 	$	 	 	 	 	 	%	 
	[Class D
    Notes	 	$	 	 	 	 	 	%]	 
	Residual
    Interest	 	$	 	 	 	 	 	%	 
	Total	 	$	 	 	 	 	 	%	 


 


The Depositor must retain a Residual Interest with a fair value of at
least 5% of the aggregate value of the Notes and Residual Interest, or $[insert dollar amount equal to 5% of the aggregate value of the
Notes and Residual Interest], according to Regulation RR.]


 


[Description of material differences, if any, in methodology or key
inputs and assumptions.]


 


[The Depositor must retain at least 5% of the initial Note Balance of
each Class of Notes and of the Residual Interest or, as of the Closing Date, $____of the Class A Notes, $_____ of the Class B
Notes, $_____ of the Class C Notes[, $_____ of the Class D Notes] and $ ____ of the Residual Interest, according to Regulation
RR.]


 


[Describe any material change in the Depositor's retained interest
for the transaction.]


 


[XI. FLOATING RATE BENCHMARK: BENCHMARK TRANSITION


 


Benchmark Transition Event:


Benchmark Replacement Date:


Unadjusted Benchmark Replacement:


Benchmark Replacement Adjustment:


Benchmark Replacement Conforming Changes:]


 






    EA-5


     


    

 


[XI]/[XII]. REPURCHASE DEMAND ACTIVITY (RULE 15Ga-1)


 


(1)  Reallocation Activity


 


[No activity to report]


 


	Name
    of

    Issuing 

    Entity	Check
    if

    Registered	Name
    of

    Originator	Total
    Assets in ABS

    by Originator	Assets
    That Were

    Subject of Demand	Assets
    That Were

    Reallocated or

    Replaced	Assets
    Pending

    Reallocation or

    Replacement 

    (within cure period)	Demand
    in Dispute	Demand
    Withdrawn	Demand
    Rejected
	 	 	 	(#)	($)	(%
    of

    pool 

    balance)	(#)	($)	(%
    of

    pool 

    balance)	(#)	($)	(%
    of

    pool

    balance)	(#)	($)	(%
    of

    pool 

    balance)	(#)	($)	(%
    of

    pool

    balance)	(#)	($)	(%
    of

    pool 

    balance)	(#)	($)	(%
    of

    pool

    balance)
	Retail
                                            Auto Leases:

    

    Ford Credit Auto Lease Trust 20__-__

    

    CIK#
	 	Ford
    Motor Credit Company LLC	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 


 


(2)  Most Recent Form ABS-15G for repurchase demand activity


 


Filed by: Ford Motor Credit Company LLC


 


CIK#: 0000038009


 


Date: February __, 20__


 






    EA-6


     


    

 


SERVICER CERTIFICATION


 


This report is accurate in all material respects.


 


Ford Motor Credit Company LLC


 


/s/                 ____________________   

[Assistant Treasurer]


 






    EA-7