SWAP TRANSACTION
CONFIRMATION
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February 13, 2007
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Volkswagen Auto
Loan Enhanced Trust 2007-1 (“Party B”)
c/o Deutsche Bank Trust Company Delaware, as Owner Trustee
1011 Centre Road, 2 nd Floor
Wilmington, Delaware 19805
Attention: Elizabeth Ferry
Telephone:
Facsimile: (302) 636-3399
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HSBC Bank USA,
National Association (“Party A”)
452 5 th
Avenue
New York, NY 10018
Attention: Christian McGreevy
Telephone: 212-525-8710
Facsimile: 212-525-5517
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463011HN
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The purpose of
this letter (this “Confirmation”) is to confirm the
terms and conditions of the Transaction entered into between us on
the Trade Date specified below (the “Transaction”).
This Confirmation constitutes a “Confirmation” as
referred to in the ISDA Master Agreement specified
below.
1. The
definitions and provisions contained in (i) the 2000 ISDA
Definitions (the “ISDA Definitions”), as published by
the International Swaps and Derivatives Association, Inc, and (ii)
the Sale and Servicing Agreement dated as of February 13, 2007
(the “Sale and Servicing Agreement”) between Party B,
Volkswagen Auto Lease/Loan Underwritten Funding, LLC, VW Credit,
Inc. and Citibank, N.A. relating to the issuance by Party B of
certain debt obligations, are incorporated into this Confirmation.
In the event of any inconsistency between the ISDA Definitions and
this Confirmatio
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