Common use of Voting Rights and Other Actions Clause in Contracts

Voting Rights and Other Actions. 16 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 SECTION 5.1. General Authority. 20 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 SECTION 5.6. Restrictions. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 SECTION 6.1. Acceptance of Trusts and Duties. 23 SECTION 6.2. Furnishing of Documents. 25 SECTION 6.3. Representations and Warranties. 25 SECTION 6.4. Reliance; Advice of Counsel. 26 SECTION 6.5. Not Acting in Individual Capacity. 26 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 SECTION 6.7. Owner Trustee May Own Notes. 27 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 SECTION 6.9. Doing Business in Other Jurisdictions. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 SECTION 7.2. Indemnification. 30 SECTION 7.3. Payments to the Owner Trustee. 30 SECTION 7.4. Non-recourse Obligations. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 SECTION 8.1. Termination of Trust Agreement. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 SECTION 9.3. Successor Owner Trustee. 33 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 ARTICLE X MISCELLANEOUS 35 SECTION 10.1. Supplements and Amendments. 35 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 SECTION 10.3. Limitations on Rights of Others. 37 SECTION 10.4. Notices. 37 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 SECTION 10.8. No Recourse. 38 SECTION 10.9. Headings. 38 SECTION 10.10. GOVERNING LAW. 38 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10, 2024, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29, 2023 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2024-2), Trust Agreement (Exeter Automobile Receivables Trust 2024-2)

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Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 19 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 21 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 23 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 23 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 24 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 24 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 25 SECTION 8.1. Termination of Trust AgreementAgreement 25 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 27 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 28 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 Amendments 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 31 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 32 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 32 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition Covenants. 39 [Third Party Beneficiary] 33 SECTION 10.14. Third-Party BeneficiariesRegulation AB 33 ARTICLE XI. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10, 2024, 20 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY[OWNER TRUSTEE], a Delaware trust company[entity type], as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29, 2023 (20 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10August 7, 20242013, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29July 18, 2023 (2013 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2013-4), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 27 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 Amendments 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 31 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE Form of Certificate EXHIBIT B FORM OF CERTIFICATE OF TRUST Form of Certificate of Trust EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10November 4, 20242015, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29September 24, 2023 (the “Initial Trust Agreement”)2015, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2015-4), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 19 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 21 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 23 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 23 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 24 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 24 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 25 SECTION 8.1. Termination of Trust AgreementAgreement 25 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 27 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 28 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 31 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 32 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT Exhibit A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT Form of Certificate Exhibit B FORM OF CERTIFICATE OF TRUST EXHIBIT Form of Certificate of Trust Exhibit C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10January 13, 20242016, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29December 9, 2023 (the “Initial Trust Agreement”)2015, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 SECTION 5.1. General Authority. 20 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 SECTION 5.6. Restrictions. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 SECTION 6.1. Acceptance of Trusts and Duties. 23 SECTION 6.2. Furnishing of Documents. 25 SECTION 6.3. Representations and Warranties. 25 SECTION 6.4. Reliance; Advice of Counsel. 26 SECTION 6.5. Not Acting in Individual Capacity. 26 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 SECTION 6.7. Owner Trustee May Own Notes. 27 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 SECTION 6.9. Doing Business in Other Jurisdictions. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 SECTION 7.2. Indemnification. 30 SECTION 7.3. Payments to the Owner Trustee. 30 SECTION 7.4. Non-recourse Obligations. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 SECTION 8.1. Termination of Trust Agreement. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 SECTION 9.3. Successor Owner Trustee. 33 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 ARTICLE X MISCELLANEOUS 35 SECTION 10.1. Supplements and Amendments. 35 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 36 SECTION 10.3. Limitations on Rights of Others. 37 SECTION 10.4. Notices. 37 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 SECTION 10.8. No Recourse. 38 SECTION 10.9. Headings. 38 SECTION 10.10. GOVERNING LAW. 38 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 38 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10October 22, 20242023, between EXETER AUTOMOBILE RECEIVABLES TRUST 20242023-25, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29May 12, 2023 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2023-5), Trust Agreement (Exeter Automobile Receivables Trust 2023-5)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 19 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 21 SECTION 6.3. Representations and Warranties. 25 Warranties 21 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 22 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 23 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 23 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 24 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 24 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 25 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 25 SECTION 8.1. Termination of Trust AgreementAgreement 25 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 27 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 28 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 28 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 Amendments 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 31 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 32 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 32 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 33 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT Exhibit A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT Form of Certificate Exhibit B FORM OF CERTIFICATE OF TRUST EXHIBIT Form of Certificate of Trust Exhibit C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10October 4, 20242016, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29September 6, 2023 (the “Initial Trust Agreement”)2016, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 21 SECTION 6.3. Representations and Warranties. 25 Warranties 21 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 22 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 23 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 23 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 24 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 24 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 25 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 25 SECTION 8.1. Termination of Trust AgreementAgreement 25 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 27 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 28 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 28 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 Amendments 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 31 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 32 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 32 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 33 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT Exhibit A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT Form of Certificate Exhibit B FORM OF CERTIFICATE OF TRUST EXHIBIT Form of Certificate of Trust Exhibit C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10January 11, 20242017, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29January 5, 2023 (the “Initial Trust Agreement”)2017, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10August 19, 20242014, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29July 11, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 19 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 21 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 23 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 23 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 24 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 24 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 25 SECTION 8.1. Termination of Trust AgreementAgreement 25 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 27 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 28 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 Amendments 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 31 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 32 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 32 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 33 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT Exhibit A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT Form of Certificate Exhibit B FORM OF CERTIFICATE OF TRUST EXHIBIT Form of Certificate of Trust Exhibit C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10April 6, 20242016, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29March 8, 2023 (the “Initial Trust Agreement”)2016, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10June 4, 20242014, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29May 9, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2014-2), Trust Agreement (AmeriCredit Automobile Receivables Trust 2014-2)

Voting Rights and Other Actions. 16 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 SECTION 5.1. General Authority. 20 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 SECTION 5.6. Restrictions. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 SECTION 6.1. Acceptance of Trusts and Duties. 23 SECTION 6.2. Furnishing of Documents. 25 SECTION 6.3. Representations and Warranties. 25 SECTION 6.4. Reliance; Advice of Counsel. 26 SECTION 6.5. Not Acting in Individual Capacity. 26 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 SECTION 6.7. Owner Trustee May Own Notes. 27 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 SECTION 6.9. Doing Business in Other Jurisdictions. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 SECTION 7.2. Indemnification. 30 SECTION 7.3. Payments to the Owner Trustee. 30 SECTION 7.4. Non-recourse Obligations. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 SECTION 8.1. Termination of Trust Agreement. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 SECTION 9.3. Successor Owner Trustee. 33 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 ARTICLE X MISCELLANEOUS 35 SECTION 10.1. Supplements and Amendments. 35 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 36 SECTION 10.3. Limitations on Rights of Others. 37 SECTION 10.4. Notices. 37 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 SECTION 10.8. No Recourse. 38 SECTION 10.9. Headings. 38 SECTION 10.10. GOVERNING LAW. 38 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 38 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10August 6, 20242023, between EXETER AUTOMOBILE RECEIVABLES TRUST 20242023-24, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29January 11, 2023 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2023-4), Trust Agreement (Exeter Automobile Receivables Trust 2023-4)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE Form of Certificate EXHIBIT B FORM OF CERTIFICATE OF TRUST Form of Certificate of Trust EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10April 8, 20242015, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29March 18, 2023 (the “Initial Trust Agreement”)2015, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 SECTION 5.1. General Authority. 20 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 SECTION 5.6. Restrictions. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 SECTION 6.1. Acceptance of Trusts and Duties. 23 SECTION 6.2. Furnishing of Documents. 25 SECTION 6.3. Representations and Warranties. 25 SECTION 6.4. Reliance; Advice of Counsel. 26 SECTION 6.5. Not Acting in Individual Capacity. 26 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 SECTION 6.7. Owner Trustee May Own Notes. 27 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 SECTION 6.9. Doing Business in Other Jurisdictions. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 SECTION 7.2. Indemnification. 30 SECTION 7.3. Payments to the Owner Trustee. 30 SECTION 7.4. Non-recourse Obligations. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 SECTION 8.1. Termination of Trust Agreement. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 SECTION 9.3. Successor Owner Trustee. 33 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 ARTICLE X MISCELLANEOUS 35 SECTION 10.1. Supplements and Amendments. 35 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 SECTION 10.3. Limitations on Rights of Others. 37 SECTION 10.4. Notices. 37 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 SECTION 10.8. No Recourse. 38 SECTION 10.9. Headings. 38 SECTION 10.10. GOVERNING LAW. 38 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10January 7, 2024, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-21, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29, 2023 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2024-1), Trust Agreement (Exeter Automobile Receivables Trust 2024-1)

Voting Rights and Other Actions. 16 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 SECTION 5.1. General Authority. 20 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 SECTION 5.6. Restrictions. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 SECTION 6.1. Acceptance of Trusts and Duties. 23 SECTION 6.2. Furnishing of Documents. 25 SECTION 6.3. Representations and Warranties. 25 SECTION 6.4. Reliance; Advice of Counsel. 26 SECTION 6.5. Not Acting in Individual Capacity. 26 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 SECTION 6.7. Owner Trustee May Own Notes. 27 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 SECTION 6.9. Doing Business in Other Jurisdictions. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 SECTION 7.2. Indemnification. 30 SECTION 7.3. Payments to the Owner Trustee. 30 SECTION 7.4. Non-recourse Obligations. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 SECTION 8.1. Termination of Trust Agreement. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 SECTION 9.3. Successor Owner Trustee. 33 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 ARTICLE X MISCELLANEOUS 35 SECTION 10.1. Supplements and Amendments. 35 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 36 SECTION 10.3. Limitations on Rights of Others. 37 SECTION 10.4. Notices. 37 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 SECTION 10.8. No Recourse. 38 SECTION 10.9. Headings. 38 SECTION 10.10. GOVERNING LAW. 38 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 38 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10June 11, 20242023, between EXETER AUTOMOBILE RECEIVABLES TRUST 20242023-23, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29January 11, 2023 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2023-3), Trust Agreement (Exeter Automobile Receivables Trust 2023-3)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 24 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 26 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 26 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 29 SECTION 10.1. Supplements and Amendments. 35 Amendments 29 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 30 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 31 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 33 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 33 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE Form of Certificate EXHIBIT B FORM OF CERTIFICATE OF TRUST Form of Certificate of Trust EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST Form of Notice of Repurchase Request This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10August 5, 20242015, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 2923, 2023 (the “Initial Trust Agreement”)2015, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AFS SenSub Corp.), Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 1013, 20242014, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29February 13, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2014-1), Trust Agreement (AmeriCredit Automobile Receivables Trust 2014-1)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10June 12, 20242013, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29May 15, 2023 (2013 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 2 contracts

Samples: Trust Agreement (Americredit Automobile Receivables Trust 2013-3), Trust Agreement (Americredit Automobile Receivables Trust 2013-3)

Voting Rights and Other Actions. 16 13 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 13 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 19 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 23 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 ; Swap Provider 30 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 Third Party Beneficiary 32 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 AB 32 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10May 24, 2024, 2007 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trust, as depositor Nevada corporation (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29May 9, 2023 (2007 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Prime Automobile Receivables Trust 2007-1)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10November 6, 20242013, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29October 10, 2023 (2013 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2013-5)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 18 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 18 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 18 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 20 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 21 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 22 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 22 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 23 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 23 SECTION 8.1. Termination of Trust AgreementAgreement 23 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 26 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 29 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 30 SECTION 10.12. Servicer. 39 Nonpetition Covenants 30 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 AB 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10February 2, 20242010, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29January 11, 2023 (2010 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2010-1)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 18 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 18 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 18 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 20 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 21 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 22 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 22 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 23 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 23 SECTION 8.1. Termination of Trust AgreementAgreement 23 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 26 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 29 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 30 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 AB 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10October 21, 20242009, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29October 14, 2023 (2009 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Prime Automobile Receivables Trust 2009-1)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 19 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 ; Hedge Provider 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 Third Party Beneficiary 31 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. 10.14 Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 AB 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10November 17, 2024, 2008 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29November 6, 2023 (2008 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2008-2)

Voting Rights and Other Actions. 16 SECTION 15 Section 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 SECTION 15 Section 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION Section 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 SECTION 16 Section 4.4. [Reserved]. 17 SECTION 16 Section 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 16 Section 4.6. Covenants and Restrictions on Conduct of Business. 18 17 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 SECTION 19 Section 5.1. General Authority. 20 SECTION 19 Section 5.2. General Duties. 19 Section 5.3. Action upon Instruction. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION Section 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION Section 5.5. No Action Except under Specified Documents or Instructions. 22 SECTION 21 Section 5.6. Restrictions. 22 SECTION 21 Section 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 SECTION 22 Section 6.1. Acceptance of Trusts and Duties. 23 SECTION 22 Section 6.2. Furnishing of Documents. 25 SECTION 24 Section 6.3. Representations and Warranties. 25 SECTION 24 Section 6.4. Reliance; Advice of Counsel. 26 SECTION 25 Section 6.5. Not Acting in Individual Capacity. 26 SECTION 25 Section 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 SECTION 25 Section 6.7. Owner Trustee May Own Notes. 27 SECTION 26 Section 6.8. Payments from Owner Holding Trust Estate. 27 SECTION 26 Section 6.9. Doing Business in Other Jurisdictions. 28 SECTION 26 Section 6.10. FATCA Information. 28 SECTION 27 Section 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 27 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 SECTION 28 Section 7.1. Owner Trustee’s Fees and Expenses. 29 SECTION 28 Section 7.2. Indemnification. 30 SECTION 28 Section 7.3. Payments to the Owner Trustee. 30 SECTION 29 Section 7.4. Non-recourse Obligations. 30 29 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 SECTION 29 Section 8.1. Termination of Trust Agreement. 31 29 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 SECTION 31 Section 9.1. Eligibility Requirements for Owner Trustee. 32 SECTION 31 Section 9.2. Resignation or Removal of Owner Trustee. 32 SECTION 31 Section 9.3. Successor Owner Trustee. 33 SECTION 32 Section 9.4. Merger or Consolidation of Owner Trustee. 34 SECTION 32 Section 9.5. Appointment of Co-Trustee or Separate Trustee. 34 32 ARTICLE X MISCELLANEOUS 35 SECTION 34 Section 10.1. Supplements and Amendments. 35 SECTION 34 Section 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 SECTION 35 Section 10.3. Limitations on Rights of Others. 37 SECTION 35 Section 10.4. Notices. 37 SECTION 35 Section 10.5. Severability. 37 -ii- 36 Section 10.6. Separate Counterparts. 36 ii TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION Section 10.7. Assignments. 38 SECTION 36 Section 10.8. No Recourse. 38 SECTION 36 Section 10.9. Headings. 38 SECTION 37 Section 10.10. GOVERNING LAW. 38 SECTION 37 Section 10.11. WAIVER OF JURY TRIAL. 38 SECTION 37 Section 10.12. Servicer. 39 SECTION 37 Section 10.13. Nonpetition Covenants. 39 SECTION 37 Section 10.14. Third-Party Beneficiaries. 39 SECTION 38 Section 10.15. Force MajeureOwner Trustee. 40 SECTION 38 Section 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 38 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 39 Section 11.1. [Reserved]. 41 SECTION 39 Section 11.2. Application of Holding Trust Funds. 41 SECTION 39 Section 11.3. Method of Payment. 42 40 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10August 31, 20242020, between EXETER AUTOMOBILE RECEIVABLES TRUST 20242020-23, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29March 3, 2023 2020 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2020-3)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10November 6, 20242013, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29October 10, 2023 (2013 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2013-5)

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Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust Agreement. 31 24 ARTICLE IX IX. SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 31 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 32 SECTION 11.3. Method of Payment. 42 Payment 33 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10November 3, 20242014, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29October 14, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2014-4)

Voting Rights and Other Actions. 16 11 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 11 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 12 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 12 SECTION 4.4. [Reserved]. 17 Rights of Security Insurer] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 15 SECTION 5.1. General Authority. 20 Authority 15 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 16 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 17 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 18 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 18 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 18 SECTION 6.2. Furnishing of Documents. 25 Documents 19 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 20 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 21 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 21 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 21 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 22 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 22 SECTION 7.2. Indemnification. 30 Indemnification 22 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 23 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 23 SECTION 8.1. Termination of Trust AgreementAgreement 23 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 24 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 24 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 26 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. [Assignments. 38 ; Security Insurer] 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-[Third Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 Beneficiary] 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10, 2024200 between [AFS SENSUB CORP., between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2a Nevada corporation]/[AFS FUNDING TRUST, a Delaware statutory trust, as depositor ] (the “Seller”), and WILMINGTON TRUST COMPANY[OWNER TRUSTEE], a Delaware trust companybanking , as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29, 2023 (200 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AFS Funding Trust)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10January 13, 20242015, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29December 8, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2015-1)

Voting Rights and Other Actions. 16 11 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 11 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 11 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 11 SECTION 4.4. [Reserved]. 17 Rights of Security Insurer 12 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 12 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 13 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 14 SECTION 5.1. General Authority. 20 Authority 14 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 15 SECTION 5.3. Action upon Instruction. 20 Instruction 15 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 16 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 17 SECTION 5.6. RestrictionsRestrictions 17 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 17 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 17 SECTION 6.2. Furnishing of Documents. 25 Documents 18 SECTION 6.3. Representations and Warranties. 25 Warranties 18 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 19 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 20 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 20 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 20 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 20 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 20 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 21 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 21 SECTION 7.2. Indemnification. 30 Indemnification 21 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 21 SECTION 7.4. Non-recourse ObligationsObligations 22 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 22 SECTION 8.1. Termination of Trust AgreementAgreement 22 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 23 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 23 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 23 SECTION 9.3. Successor Owner Trustee. 33 Trustee 24 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 25 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 25 ARTICLE X X. MISCELLANEOUS 35 26 SECTION 10.1. Supplements and Amendments. 35 Amendments 26 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 27 SECTION 10.3. Limitations on Rights of Others. 37 Others 27 SECTION 10.4. Notices. 37 Notices 27 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 28 SECTION 10.6. Separate Counterparts. 38 Counterparts 28 SECTION 10.7. Assignments. 38 ; Security Insurer 28 SECTION 10.8. No Recourse. 38 Recourse 28 SECTION 10.9. Headings. 38 Headings 28 SECTION 10.10. GOVERNING LAW. 38 LAW 28 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 29 SECTION 10.12. Servicer. 39 Nonpetition Covenants 29 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Third Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 Beneficiary 29 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March May 10, 2024, 2006 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trust, as depositor Nevada corporation (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29May 1, 2023 (2006 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust Agreement. 31 24 ARTICLE IX IX. SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10January 13, 20242015, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29December 8, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 23 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 [Third Party Beneficiary] 32 SECTION 10.14. Third-Party BeneficiariesRegulation AB 32 ARTICLE XI. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10, 2024, 20 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY[OWNER TRUSTEE], a Delaware trust company[entity type], as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29, 2023 (20 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AFS SenSub Corp.)

Voting Rights and Other Actions. 16 10 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 10 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 11 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 11 SECTION 4.4. [Reserved]. 17 Rights of Security Insurer 12 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 12 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 13 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 14 SECTION 5.1. General Authority. 20 14 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 15 SECTION 5.3. Action upon Instruction. 20 15 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 16 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 16 SECTION 5.6. RestrictionsRestrictions 16 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 17 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 17 SECTION 6.2. Furnishing of Documents. 25 Documents 18 SECTION 6.3. Representations and Warranties. 25 Warranties 18 SECTION 6.4. Reliance; Advice of Counsel. 26 19 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 19 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 19 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 20 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 20 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 20 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 21 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 21 SECTION 7.2. Indemnification. 30 Indemnification 21 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 21 SECTION 7.4. Non-recourse ObligationsObligations 21 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 22 SECTION 8.1. Termination of Trust Agreement. 31 22 ARTICLE IX IX. SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 23 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 23 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 23 SECTION 9.3. Successor Owner Trustee. 33 Trustee 24 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 24 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 25 ARTICLE X X. MISCELLANEOUS 35 26 SECTION 10.1. Supplements and Amendments. 35 26 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 27 SECTION 10.3. Limitations on Rights of Others. 37 Others 27 SECTION 10.4. Notices. 37 27 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 28 SECTION 10.6. Separate Counterparts. 38 Counterparts 28 SECTION 10.7. Assignments. 38 ; Security Insurer 28 SECTION 10.8. No Recourse. 38 Recourse 28 SECTION 10.9. Headings. 38 Headings 28 SECTION 10.10. GOVERNING LAW. 38 LAW 28 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 28 SECTION 10.12. Servicer. 39 Nonpetition Covenants 29 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Third Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 Beneficiary 29 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10January 27, 2024, 2005 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trust, as depositor Nevada corporation (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29January 6, 2023 (2005 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2005-a-X)

Voting Rights and Other Actions. 16 13 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 13 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 13 SECTION 4.4. [Reserved]. 17 Rights of Security Insurer 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 19 SECTION 5.6. RestrictionsRestrictions 19 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust Agreement. 31 24 ARTICLE IX IX. SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 ; Security Insurer 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 Servicer 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE TRANSFEROR CERTIFICATE EXHIBIT D FORM OF REPURCHASE REQUEST TRANSFEREE CERTIFICATE This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10, 2024, 2006 between EXETER AUTOMOBILE UPFC AUTO RECEIVABLES TRUST 2024-2CORP., a Delaware statutory trust, as depositor California corporation (the “Seller”), and WILMINGTON XXXXX FARGO DELAWARE TRUST COMPANY, a Delaware limited purposes trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29, 2023 (2006 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (UPFC Auto Receivables Corp.)

Voting Rights and Other Actions. 16 15 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 15 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 16 SECTION 4.4. [Reserved]. 17 16 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 16 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 17 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 19 SECTION 5.1. General Authority. 20 19 SECTION 5.2. General Duties. 19 SECTION 5.3. Action upon Instruction. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 21 SECTION 5.6. Restrictions. 22 21 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 22 SECTION 6.1. Acceptance of Trusts and Duties. 23 22 SECTION 6.2. Furnishing of Documents. 25 24 SECTION 6.3. Representations and Warranties. 25 24 SECTION 6.4. Reliance; Advice of Counsel. 26 25 SECTION 6.5. Not Acting in Individual Capacity. 26 25 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 25 SECTION 6.7. Owner Trustee May Own Notes. 27 26 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 26 SECTION 6.9. Doing Business in Other Jurisdictions. 28 26 SECTION 6.10. FATCA Information. 28 27 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 27 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 28 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 28 SECTION 7.2. Indemnification. 30 28 SECTION 7.3. Payments to the Owner Trustee. 30 29 SECTION 7.4. Non-recourse Obligations. 30 29 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 29 SECTION 8.1. Termination of Trust Agreement. 31 29 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 31 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 31 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 31 SECTION 9.3. Successor Owner Trustee. 33 32 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 32 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 32 ARTICLE X MISCELLANEOUS 35 34 SECTION 10.1. Supplements and Amendments. 35 34 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 35 SECTION 10.3. Limitations on Rights of Others. 37 35 SECTION 10.4. Notices. 37 35 SECTION 10.5. Severability. 37 -ii- 36 SECTION 10.6. Separate Counterparts. 36 ii TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 36 SECTION 10.8. No Recourse. 38 36 SECTION 10.9. Headings. 38 37 SECTION 10.10. GOVERNING LAW. 38 37 SECTION 10.11. WAIVER OF JURY TRIAL. 38 37 SECTION 10.12. Servicer. 39 37 SECTION 10.13. Nonpetition Covenants. 39 37 SECTION 10.14. Third-Party Beneficiaries. 39 38 SECTION 10.15. Force MajeureOwner Trustee. 40 38 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 38 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 39 SECTION 11.1. [Reserved]. 41 39 SECTION 11.2. Application of Holding Trust Funds. 41 39 SECTION 11.3. Method of Payment. 42 40 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10August 31, 20242020, between EXETER AUTOMOBILE RECEIVABLES TRUST 20242020-23, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29March 3, 2023 2020 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2020-3)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 18 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 18 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 18 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 20 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 21 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 22 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 22 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 23 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 23 SECTION 8.1. Termination of Trust AgreementAgreement 23 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 26 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 29 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 30 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 AB 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10June 30, 20242009, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 2918, 2023 (2009 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2009-1)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 13 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 13 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 14 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 16 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. Restrictions. 22 Restrictions 18 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 18 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 22 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 23 SECTION 6.10. FATCA InformationInformation 23 ARTICLE VII. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 24 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 26 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 27 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 30 SECTION 10.4. Notices. 37 Notices 30 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 Assignments 31 SECTION 10.8. No Recourse. 38 Recourse 31 SECTION 10.9. Headings. 38 Headings 31 SECTION 10.10. GOVERNING LAW. 38 LAW 31 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 32 SECTION 10.13. Nonpetition CovenantsRegulation AB 32 ARTICLE XI. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 32 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 32 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 33 SECTION 11.3. Method of Payment. 42 Payment 34 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10November 3, 20242014, between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29October 14, 2023 (the “Initial Trust Agreement”)2014, between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2014-4)

Voting Rights and Other Actions. 16 12 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 12 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 13 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 13 SECTION 4.4. [Reserved]. 17 ] 14 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 14 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 15 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 16 SECTION 5.1. General Authority. 20 Authority 16 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 17 SECTION 5.3. Action upon Instruction. 20 Instruction 17 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 18 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 18 SECTION 5.6. RestrictionsRestrictions 19 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 19 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 19 SECTION 6.2. Furnishing of Documents. 25 Documents 20 SECTION 6.3. Representations and Warranties. 25 Warranties 20 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 21 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 21 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 22 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 22 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 22 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 22 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 23 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 23 SECTION 7.2. Indemnification. 30 Indemnification 23 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 23 SECTION 7.4. Non-recourse ObligationsObligations 24 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 24 SECTION 8.1. Termination of Trust AgreementAgreement 24 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 25 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 25 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 25 SECTION 9.3. Successor Owner Trustee. 33 Trustee 26 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 26 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 27 ARTICLE X X. MISCELLANEOUS 35 28 SECTION 10.1. Supplements and Amendments. 35 Amendments 28 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 29 SECTION 10.3. Limitations on Rights of Others. 37 Others 29 SECTION 10.4. Notices. 37 Notices 29 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 30 SECTION 10.6. Separate Counterparts. 38 Counterparts 30 SECTION 10.7. Assignments. 38 ; Hedge Provider 30 SECTION 10.8. No Recourse. 38 Recourse 30 SECTION 10.9. Headings. 38 Headings 30 SECTION 10.10. GOVERNING LAW. 38 LAW 30 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 31 SECTION 10.12. Servicer. 39 Nonpetition Covenants 31 SECTION 10.13. Nonpetition Covenants. 39 Third Party Beneficiary 31 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. 10.14 Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 AB 31 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10October 6, 2024, 2008 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29September 11, 2023 (2008 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (AmeriCredit Automobile Receivables Trust 2008-1)

Voting Rights and Other Actions. 16 15 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 15 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 16 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 17 ARTICLE V AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 19 SECTION 5.1. General Authority. 20 19 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page SECTION 5.3. Action upon Instruction. 20 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 21 SECTION 5.6. Restrictions. 22 21 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 22 SECTION 6.1. Acceptance of Trusts and Duties. 23 22 SECTION 6.2. Furnishing of Documents. 25 24 SECTION 6.3. Representations and Warranties. 25 24 SECTION 6.4. Reliance; Advice of Counsel. 26 25 SECTION 6.5. Not Acting in Individual Capacity. 26 25 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 26 SECTION 6.7. Owner Trustee May Own Notes. 27 26 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 26 SECTION 6.9. Doing Business in Other Jurisdictions. 28 27 SECTION 6.10. FATCA Information. 28 27 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 27 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 28 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 28 SECTION 7.2. Indemnification. 30 28 SECTION 7.3. Payments to the Owner Trustee. 30 29 SECTION 7.4. Non-recourse Obligations. 30 29 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 29 SECTION 8.1. Termination of Trust Agreement. 31 29 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 31 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 31 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 31 SECTION 9.3. Successor Owner Trustee. 33 32 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 32 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 32 ARTICLE X MISCELLANEOUS 35 34 SECTION 10.1. Supplements and Amendments. 35 34 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 35 SECTION 10.3. Limitations on Rights of Others. 37 35 SECTION 10.4. Notices. 37 35 SECTION 10.5. Severability. 37 -ii- 36 SECTION 10.6. Separate Counterparts. 36 TABLE OF CONTENTS (continued) Page SECTION 10.6. Separate Counterparts. 38 SECTION 10.7. Assignments. 38 36 SECTION 10.8. No Recourse. 38 36 SECTION 10.9. Headings. 38 37 SECTION 10.10. GOVERNING LAW. 38 37 SECTION 10.11. WAIVER OF JURY TRIAL. 38 37 SECTION 10.12. Servicer. 39 37 SECTION 10.13. Nonpetition Covenants. 39 37 SECTION 10.14. Third-Party Beneficiaries. 39 38 SECTION 10.15. Force Majeure. 40 38 SECTION 10.16. Regulation AB. 40 38 SECTION 10.17. Entire Agreement. 40 39 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 39 SECTION 11.1. [Reserved]. 41 39 SECTION 11.2. Application of Holding Trust Funds. 41 39 SECTION 11.3. Method of Payment. 42 40 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10January 23, 20242022, between EXETER AUTOMOBILE RECEIVABLES TRUST 20242022-21, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust company, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29September 24, 2023 2021 (the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (Exeter Automobile Receivables Trust 2022-1)

Voting Rights and Other Actions. 16 23 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 23 SECTION 4.2. Action by Holding Trust Certificateholder Certificateholder[s] with Respect to Certain Matters. 16 Matters 24 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 Power 24 SECTION 4.4. [Reserved]. 17 ] 25 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 25 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 25 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 27 SECTION 5.1. General Authority. 20 Authority 27 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 27 SECTION 5.3. Action upon Instruction. 20 Instruction 28 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 29 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 29 SECTION 5.6. Restrictions. 22 Restrictions 29 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and WarrantiesWarranties 30 ARTICLE VI. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 30 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 30 SECTION 6.2. Furnishing of Documents. 25 Documents 32 SECTION 6.3. Representations and Warranties. 25 Warranties 32 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 33 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 34 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate Certificate[s] or Receivables. 27 Receivables 34 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 34 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 34 SECTION 6.9. Doing Business in Other Jurisdictions. 28 Jurisdictions 35 SECTION 6.10. FATCA Information. 28 Information 35 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements35 SECTION 6.12. 28 Beneficial Ownership and Control of the Trust 36 ARTICLE VII VII. COMPENSATION OF OWNER TRUSTEE 29 36 SECTION 7.1. Owner Trustee’s Fees and Expenses. 29 Expenses 36 SECTION 7.2. Indemnification. 30 Indemnification 36 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 37 SECTION 7.4. Non-recourse ObligationsObligations 37 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 37 SECTION 8.1. Termination of Trust AgreementAgreement 37 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 38 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 38 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 39 SECTION 9.3. Successor Owner Trustee. 33 Trustee 39 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 40 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 40 ARTICLE X X. MISCELLANEOUS 35 41 SECTION 10.1. Supplements and Amendments. 35 Amendments 41 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder[s] 43 SECTION 10.3. Limitations on Rights of Others. 37 Others 43 SECTION 10.4. Notices. 37 Notices 43 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 43 SECTION 10.6. Separate Counterparts. 38 Counterparts and Consent to Do Business Electronically 44 SECTION 10.7. Assignments. 38 Assignments 44 SECTION 10.8. No Recourse. 38 Recourse 44 SECTION 10.9. Headings. 38 Headings 44 SECTION 10.10. GOVERNING LAW. 38 LAW 44 SECTION 10.11. WAIVER OF JURY TRIAL. 38 Servicer 44 SECTION 10.12. Servicer. 39 Nonpetition Covenants 45 SECTION 10.13. Nonpetition Covenants. 39 [Third Party Beneficiary] 45 SECTION 10.14. Third-Party Beneficiaries. 39 Regulation AB 45 SECTION 10.15. Force MajeureMajeure 46 ARTICLE XI. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 46 SECTION 11.1. [Reserved]. 41 Establishment of Trust Accounts 46 SECTION 11.2. Application of Holding Trust Funds. 41 Funds 47 SECTION 11.3. Method of Payment. 42 Payment 48 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, dated as of March 10, 2024, 20 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS SENSUB CORP., a Delaware statutory trustNevada corporation, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY[OWNER TRUSTEE], a Delaware trust company[entity type], as Owner Trustee, amends and restates in its entirety that certain Trust Agreement Agreement, dated as of June 29, 2023 (20 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (Afs Sensub Corp.)

Voting Rights and Other Actions. 16 9 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 9 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 9 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 's Power 9 SECTION 4.4. [Reserved]. 17 Rights of Security Insurer 10 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 Action 10 SECTION 4.6. Covenants and Restrictions on Conduct of Business. 18 Business 11 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 12 SECTION 5.1. General Authority. 20 Authority 12 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 12 SECTION 5.3. Action upon Instruction. 20 Instruction 13 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 13 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 14 SECTION 5.6. RestrictionsRestrictions 14 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 14 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 14 SECTION 6.2. Furnishing of Documents. 25 Documents 15 SECTION 6.3. Representations and Warranties. 25 Warranties 15 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 16 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 16 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 16 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 17 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 17 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 17 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 17 SECTION 7.1. Owner Trustee’s 's Fees and Expenses. 29 Expenses 17 SECTION 7.2. Indemnification. 30 Indemnification 18 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 18 SECTION 7.4. Non-recourse ObligationsObligations 18 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 18 SECTION 8.1. Termination of Trust AgreementAgreement 18 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 19 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 19 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 19 SECTION 9.3. Successor Owner Trustee. 33 Trustee 20 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 20 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 21 ARTICLE X X. MISCELLANEOUS 35 22 SECTION 10.1. Supplements and Amendments. 35 Amendments 22 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 23 SECTION 10.3. Limitations on Rights of Others. 37 Others 23 SECTION 10.4. Notices. 37 23 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 23 SECTION 10.6. Separate Counterparts. 38 Counterparts 23 SECTION 10.7. Assignments. 38 ; Security Insurer 23 SECTION 10.8. No Recourse. 38 Recourse 23 SECTION 10.9. Headings. 38 Headings 24 SECTION 10.10. GOVERNING LAW. 38 LAW 24 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 Servicer 24 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10May 14, 20242003 between AFS SENSUB CORP., between EXETER AUTOMOBILE RECEIVABLES a Nevada corporation (the "Seller"), and DEUTSCHE BANK TRUST 2024-2COMPANY DELAWARE, a Delaware statutory trust, as depositor (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29May 2, 2023 (2003 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (Americredit Automobile Receivables Trust 2003-B-X)

Voting Rights and Other Actions. 16 10 SECTION 4.1. Prior Notice to Holder with Respect to Certain Matters. 16 Matters 10 SECTION 4.2. Action by Holding Trust Certificateholder with Respect to Certain Matters. 16 Matters 11 SECTION 4.3. Restrictions on Holding Trust Certificateholder’s Power. 17 's Power 11 SECTION 4.4. [Reserved]. 17 SECTION 4.5. Action with Respect to Bankruptcy Action. 17 SECTION 4.6. Covenants and Restrictions on Conduct Rights of Business. 18 Security Insurer 12 ARTICLE V V. AUTHORITY AND DUTIES OF OWNER TRUSTEE 20 12 SECTION 5.1. General Authority. 20 Authority 12 SECTION 5.2. General Duties. 20 TABLE OF CONTENTS (continued) Page Duties 12 SECTION 5.3. Action upon Instruction. 20 Instruction 13 SECTION 5.4. No Duties Except as Specified in this Agreement or in Instructions. 21 Instructions 13 SECTION 5.5. No Action Except under Specified Documents or Instructions. 22 Instructions 14 SECTION 5.6. RestrictionsRestrictions 14 ARTICLE VI. 22 SECTION 5.7. Covenants for Reporting of Repurchase Demands due to Breaches of Representations and Warranties. 22 ARTICLE VI CONCERNING THE OWNER TRUSTEE 23 14 SECTION 6.1. Acceptance of Trusts and Duties. 23 Duties 14 SECTION 6.2. Furnishing of Documents. 25 Documents 15 SECTION 6.3. Representations and Warranties. 25 Warranties 16 SECTION 6.4. Reliance; Advice of Counsel. 26 Counsel 16 SECTION 6.5. Not Acting in Individual Capacity. 26 Capacity 17 SECTION 6.6. Owner Trustee Not Liable for Holding Trust Certificate or Receivables. 27 Receivables 17 SECTION 6.7. Owner Trustee May Own Notes. 27 Notes 17 SECTION 6.8. Payments from Owner Holding Trust Estate. 27 Estate 17 SECTION 6.9. Doing Business in Other JurisdictionsJurisdictions 17 ARTICLE VII. 28 SECTION 6.10. FATCA Information. 28 SECTION 6.11. Financial Crimes Enforcement Network’s Customer Due Diligence Requirements. 28 ARTICLE VII COMPENSATION OF OWNER TRUSTEE 29 18 SECTION 7.1. Owner Trustee’s 's Fees and Expenses. 29 Expenses 18 SECTION 7.2. Indemnification. 30 Indemnification 18 SECTION 7.3. Payments to the Owner Trustee. 30 Trustee 18 SECTION 7.4. Non-recourse ObligationsObligations 19 ARTICLE VIII. 30 ARTICLE VIII TERMINATION OF TRUST AGREEMENT 31 19 SECTION 8.1. Termination of Trust AgreementAgreement 19 ARTICLE IX. 31 ARTICLE IX SUCCESSOR OWNER TRUSTEES AND ADDITIONAL OWNER TRUSTEES 32 20 SECTION 9.1. Eligibility Requirements for Owner Trustee. 32 Trustee 20 SECTION 9.2. Resignation or Removal of Owner Trustee. 32 Trustee 20 SECTION 9.3. Successor Owner Trustee. 33 Trustee 21 SECTION 9.4. Merger or Consolidation of Owner Trustee. 34 Trustee 21 SECTION 9.5. Appointment of Co-Trustee or Separate Trustee. 34 Trustee 22 ARTICLE X X. MISCELLANEOUS 35 23 SECTION 10.1. Supplements and Amendments. 35 23 SECTION 10.2. No Legal Title to Owner Holding Trust Estate in Holding Trust Certificateholder. 37 Certificateholder 24 SECTION 10.3. Limitations on Rights of Others. 37 Others 24 SECTION 10.4. Notices. 37 24 SECTION 10.5. Severability. 37 -ii- TABLE OF CONTENTS (continued) Page Severability 25 SECTION 10.6. Separate Counterparts. 38 Counterparts 25 SECTION 10.7. Assignments. 38 ; Security Insurer 25 SECTION 10.8. No Recourse. 38 Recourse 25 SECTION 10.9. Headings. 38 Headings 25 SECTION 10.10. GOVERNING LAW. 38 LAW 26 SECTION 10.11. WAIVER OF JURY TRIAL. 38 SECTION 10.12. Servicer. 39 SECTION 10.13. Nonpetition Covenants. 39 SECTION 10.14. Third-Party Beneficiaries. 39 SECTION 10.15. Force Majeure. 40 SECTION 10.16. Regulation AB. 40 SECTION 10.17. Entire Agreement. 40 ARTICLE XI APPLICATION OF HOLDING TRUST FUNDS; CERTAIN DUTIES 41 SECTION 11.1. [Reserved]. 41 SECTION 11.2. Application of Holding Trust Funds. 41 SECTION 11.3. Method of Payment. 42 Servicer 26 EXHIBITS EXHIBIT A FORM OF HOLDING TRUST CERTIFICATE EXHIBIT B FORM OF CERTIFICATE OF TRUST EXHIBIT C FORM OF NOTICE OF REPURCHASE REQUEST This AMENDED AND RESTATED TRUST AGREEMENT, AGREEMENT dated as of March 10September 5, 2024, 2002 between EXETER AUTOMOBILE RECEIVABLES TRUST 2024-2AFS FUNDING TRUST, a Delaware statutory trust, as depositor trust (the “Seller”), and WILMINGTON DEUTSCHE BANK TRUST COMPANYCOMPANY DELAWARE, a Delaware trust companybanking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of June 29August 20, 2023 (2002 between the “Initial Trust Agreement”), between EFCAR, LLC, as depositor (the “Initial Depositor”) Seller and the Owner Trustee.

Appears in 1 contract

Samples: Trust Agreement (Americredit Financial Services Inc)

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