made by a securitizer under
the Exchange Act or Regulation AB.
[Signature Pages to Follow]
12
(NALT 2018-A SUBI Supplement)
IN WITNESS WHEREOF, the Grantor and UTI Beneficiary, the Servicer, the Titling
Trustee, the Delaware Trustee and, solely for the limited purposes set forth in
Sections 14.01, 14.02, 14.03 and 14.04, the Trust Agent, have caused this 2018-A
SUBI Supplement to be duly executed by their respective officers as of the day
and year first above written.
NILT TRUST, as Grantor and UTI Beneficiary By:
U.S. BANK NATIONAL ASSOCIATION,
as Trustee
By:
/s/ Brian W. Kozack
Name:
Brian W. Kozack
Title:
Assistant Vice President
NISSAN MOTOR ACCEPTANCE CORPORATION,
as Servicer
By:
/s/ Kevin J. Cullum
Name:
Kevin J. Cullum
Title:
President
NILT, INC.,
as Titling Trustee
By:
/s/ Jessica J. Elliott
Name:
Jessica J. Elliott
Title:
Vice President
WILMINGTON TRUST COMPANY,
as Delaware Trustee
By:
/s/ Drew Davis
Name:
Drew Davis
Title:
Vice President
S-1
(NALT 2018-A SUBI Supplement)
U.S. BANK NATIONAL ASSOCIATION,
as Trust Agent
By:
/s/ Brian W. Kozack
Name:
Brian W. Kozack
Title:
Assistant Vice President
S-2
(NALT 2018-A SUBI Supplement)
Receipt of this original counterpart of this 2018-A SUBI Supplement is hereby
acknowledged on this
day of October, 2018.
U.S. BANK NATIONAL ASSOCIATION,
as Indenture Trustee
By:
/s/ Brian W. Kozack
Name:
Brian W. Kozack
Title:
Assistant Vice President
S-3
(NALT 2018-A SUBI Supplement)
EXHIBIT A
FORM OF 2018-A SUBI CERTIFICATE
THIS 2018-A SUBI CERTIFICATE MAY NOT BE TRANSFERRED OR ASSIGNED EXCEPT UPON THE
TERMS AND SUBJECT TO THE CONDITIONS SPECIFIED HEREIN
NISSAN - INFINITI LT
2018-A SPECIAL UNIT OF BENEFICIAL INTEREST CERTIFICATE
evidencing a fractional undivided interest in the 2018-A SUBI Assets of
Nissan-Infiniti LT, a statutory trust organized pursuant to the Delaware
Statutory Trust Act (the "Titling Trust").
(This Certificate does not represent any interest in the UTI Assets or any Other
SUBI Assets of the Issuing Entity or an obligation, of, or interest in, NILT
Trust, Nissan Motor Acceptance Corporation, NILT, Inc. or any of their
respective Affiliates.)
THIS 2018-A SUBI CERTIFICATE HAS NOT BEEN AND WILL NOT BE REGISTERED UNDER THE
SECURITIES ACT OF 1933, AS AMENDED ("THE SECURITIES ACT"), OR UNDER ANY STATE
SECURITIES OR BLUE SKY LAW. THE HOLDER HEREOF, BY PURCHASING THIS 2018-A SUBI
CERTIFICATE, AGREES THAT THIS 2018-A SUBI CERTIFICATE MAY BE REOFFERED, RESOLD,
PLEDGED OR OTHERWISE TRANSFERRED ONLY IN COMPLIANCE WITH THE SECURITIES ACT AND
OTHER APPLICABLE LAWS, INCLUDING (I) PURSUANT TO RULE 144A UNDER THE SECURITIES
ACT ("RULE 144A") TO AN INSTITUTIONAL INVESTOR THAT THE HOLDER REASONABLY
BELIEVES IS A QUALIFIED INSTITUTIONAL BUYER WITHIN THE MEANING OF RULE 144A (A
"QIB"), PURCHASING FOR ITS OWN ACCOUNT OR A QIB PURCHASING FOR THE ACCOUNT OF A
QIB, WHOM THE HOLDER HAS INFORMED, IN EACH CASE, THAT THE REOFFER, RESALE,
PLEDGE OR OTHER TRANSFER IS BEING MADE IN RELIANCE ON RULE 144A OR (II) PURSUANT
TO ANOTHER EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT, AND IN
ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS OF ANY