MACQUARIE LEASING PTY LIMITED ABN 38 002 674 982 of Level 6, 50 Martin Place, Sydney, NSW 2000 (MLPL, the Seller and the Servicer).

MACQUARIE BANK LIMITED ABN 46 008 583 542 of Level 1, 50 Martin Place, Sydney, NSW 2000 (Fixed Rate Swap Provider and MBL).

AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED ABN 11 005 357 522 of 242 Pitt Street, Sydney NSW 2000 (Currency Swap Provider).

MACQUARIE SECURITIES MANAGEMENT PTY LIMITED ABN 26 003 435 443 of Level 1, 50 Martin Place, Sydney, NSW 2000 (the Manager).

PERPETUAL TRUSTEE COMPANY LIMITED ABN 42 000 001 007 in its capacity as trustee of the Series Trust of Level 12, Angel Place, 123 Pitt Street, Sydney, NSW 2000 (the Trustee).

THE BANK OF NEW YORK MELLON, of 101 Barclay Street, Floor 7-East, New York, New York 10286 (the US$ Note Trustee, the Principal Paying Agent, the US$ Note Registrar and the Agent Bank).

This Agreement relates to the SMART ABS Series 2015-3US Trust constituted pursuant to the Master Trust Deed and the Trust Creation Deed.

The parties are entering into this Agreement for the purpose of ensuring that certain rights and obligations set out in certain other Transaction Documents referred to herein are binding upon, and enforceable by, certain parties which are not privy to those other Transaction Documents.

Interpretation

Series Supplement definitions

Transaction Document

SEC REPORTING REQUIREMENTS

COMPLIANCE WITH REGULATION AB

(Series Supplement): Notwithstanding that it may not be a signatory to the Series Supplement, each party to this Agreement (other than MBL or any Swap Provider) acknowledges and agrees with each other party to this Agreement (other than MBL or any Swap Provider) that it is bound by, and may enforce, the terms of clause 16.3 and 16.4 of the Series Supplement to the extent that the terms of those clauses purport to apply to it.

(Agency Agreement): Notwithstanding that it may not be a signatory to the Agency Agreement, each party to this Agreement (other than MBL or any Swap Provider) acknowledges and agrees with each other party to this Agreement (other than MBL or any Swap Provider) that it is bound by, and may enforce, the terms of clause 16.15 of the Agency Agreement to the extent that the terms of that clause purport to apply to it.

(Currency Swap Agreement): Notwithstanding that MLPL may not be a signatory to the Currency Swap Agreement, each of MLPL and the Currency Swap Provider acknowledges and agrees with each other that:

MLPL is bound by the terms of Part 5(29) of the Currency Swap Agreement to the extent that the terms of that Part purport to apply to MLPL, and MLPL may enforce the terms of Part 5(29) of the Currency Swap Agreement against the Currency Swap Provider to the extent that the terms of that Part purport to impose obligations on the Currency Swap Provider for the benefit of MLPL; and

the Currency Swap Provider is bound by the terms of Part 5(29) of the Currency Swap Agreement to the extent that the terms of that Part purport to apply to the Currency Swap Provider, and the Currency Swap Provider may enforce the terms of Part 5(29) of the Currency

Swap Agreement against MLPL to the extent that the terms of that Part purport to impose obligations on MLPL for the benefit of the Currency Swap Provider; and

MLPL may require, for its own benefit, performance by the Currency Swap Provider of any obligations imposed upon the Currency Swap Provider under Sections 4(a)(i) and (ii) and Part 3 of the Currency Swap Agreement which, pursuant to their terms, are obligations imposed for the benefit of the Manager or the Trustee.

(Fixed Rate Swap Agreement): Notwithstanding that MLPL may not be a signatory to the Fixed Rate Swap Agreement, each of MLPL and the Fixed Rate Swap Provider acknowledges and agrees with each other that:

MLPL is bound by the terms of Part 5.B(13) of the Fixed Swap Agreement to the extent that the terms of that Part purport to apply to MLPL, and MLPL may enforce the terms of Part 5.B(13) of the Fixed Swap Agreement against the Fixed Rate Swap Provider to the extent that the terms of that Part purport to impose obligations on the Fixed Rate Swap Provider for the benefit of MLPL; and

the Fixed Rate Swap Provider is bound by the terms of Part 5.B(13) of the Fixed Rate Swap Agreement to the extent that the terms of that Part purport to apply to the Fixed Rate Swap Provider, and the Fixed Rate Swap Provider may enforce the terms of Part 5.B(13) of the Fixed Rate Swap Agreement against MLPL to the extent that the terms of that Part purport to impose obligations on MLPL for the benefit of the Fixed Rate Swap Provider; and

MLPL may require, for its own benefit, performance by the Fixed Rate Swap Provider of any obligations imposed upon the Fixed Rate Swap Provider under Sections 4(a)(i) and (ii) and Part 3 of the Fixed Rate Swap Agreement which, pursuant to their terms, are obligations imposed for the benefit of the Manager or the Trustee.

LIMITATION OF LIABILITY

Trustee’s limitation of liability

US$ Note Trustee’s limitation of liability

MISCELLANEOUS

No obligation between certain parties

the US$ Note Trustee, the Principal Paying Agent, the US$ Note Registrar or the Agent Bank in favour of MBL or any Swap Provider; or

MBL or any Swap Provider in favour of the US$ Note Trustee, the Principal Paying Agent, the US$ Note Registrar or the Agent Bank.

Amendments

Governing Law

Jurisdiction

(Submission to jurisdiction): Each party to this Agreement irrevocably submits to and accepts, generally and unconditionally, the non-exclusive jurisdiction of the courts and appellate courts of the Australian Capital Territory with respect to any legal action or proceedings which may be brought at any time relating in any way to this Agreement.

(Waiver of inconvenient forum): Each party to this Agreement irrevocably waives any objection it may now or in the future have to the venue of any such action or proceedings and any claim it may now or in the future have that any such action or proceeding has been brought in an inconvenient forum.

Severability of Provisions

Counterparts

SIGNED SEALED and DELIVERED for and on behalf of MACQUARIE LEASING PTY LIMITED ABN 38 002 674 982 by

and

its Attorneys under a Power of Attorney

dated 23/09/15

/s/ David Markell

David Markell

Executive Director

and each Attorney declares that he or she has not received any notice of the revocation of such Power of Attorney in the presence of:

/s/ Jennifer Chamberlain

Signature of Attorney

/s/ Mary King

Mary King

Signature of Witness

Jennifer Chamberlain

Signature of Attorney

Name of Witness in full

SIGNED SEALED and DELIVERED for and on behalf of MACQUARIE BANK LIMITED ABN 46 008 583 542 by

and

its Attorneys under a Power of Attorney

/s/ Kevin Lee

Kevin Lee

Division Director

dated

and each Attorney declares that he or she has not received any notice of the revocation of such Power of Attorney in the presence of:

/s/ Peter Fogarty

Signature of Attorney

/s/ Kristen Adler

Kristen Adler

Associate Director

Signature of Witness

Peter Fogarty

Lawyer

Signature of Attorney

Name of Witness in full

SIGNED SEALED and DELIVERED for and on behalf of AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED ABN 11 005 357 522

by its Attorney under a Power of Attorney

dated 22/11/13

and its Attorney declares that he or she has not received any notice of the revocation of such Power of Attorney in the presence of:

/s/ Jordan Batchelor

/s/ Joe D’Ambrosio

Signature of Witness

Jordan Batchelor

Signature of Attorney

Joe D’Ambrosio

Name of Witness in full

Name of Attorney in full

SIGNED SEALED and DELIVERED for and on behalf of MACQUARIE SECURITIES MANAGEMENT PTY LIMITED ABN 26 003 435 443

by

and

its Attorneys under a Power of Attorney

/s/ Kevin Lee

Kevin Lee

Division Director

dated

and each Attorney declares that he or she has not received any notice of the revocation of such Power of Attorney in the presence of:

/s/ Peter Fogarty

Signature of Attorney

/s/ Kristen Adler

Kristen Adler

Associate Director

Signature of Witness

Peter Fogarty

Lawyer

Signature of Attorney

Name of Witness in full

SIGNED SEALED and DELIVERED for and on behalf of PERPETUAL TRUSTEE COMPANY LIMITED ABN 42 000 001 007 by

and

its Attorneys under a Power of Attorney

dated 16/09/14

/s/ Hagbarth Strom

Hagbarth Strom

Senior Transaction Manager

and each Attorney declares that he or she has not received any notice of the revocation of such Power of Attorney in the presence of:

/s/ Manish Saraf

Signature of Attorney

/s/ Eugene Tee

Eugene Tee

Manager

Signature of Witness

Signature of Attorney

Manish Saraf

Name of Witness in full

SIGNED SEALED and DELIVERED for and on behalf of THE BANK OF NEW YORK MELLON by

its Authorised Signatory

and the Authorised Signatory declares that he or she has not received any notice of the revocation of his or her authority to sign, in the presence of:

/s/ Catherine F. Donohue

/s/ Teresa Wyszomierski

Signature of Witness

Catherine F. Donohue

Signature of Authorised Signatory

Teresa Wyszomierski

Vice President

Name of Witness in full

Name of Authorised Signatory in full