AFS SenSub Corp. Sample Contracts

AMENDED AND RESTATED TRUST AGREEMENT between AFS SENSUB CORP. Seller and WILMINGTON TRUST COMPANY Owner Trustee Dated as of July 13, 2022
Trust Agreement • July 8th, 2022 • Afs Sensub Corp. • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of July 13, 2022, between AFS SENSUB CORP., a Nevada 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 May 20, 2022, between the Seller and the Owner Trustee.

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PURCHASE AGREEMENT between AFS SENSUB CORP. Purchaser and AMERICREDIT FINANCIAL SERVICES, INC. D/B/A GM FINANCIAL Seller Dated as of July 13, 2022
Purchase Agreement • July 8th, 2022 • Afs Sensub Corp. • Asset-backed securities • New York

THIS PURCHASE AGREEMENT, dated as of July 13, 2022, executed between AFS SenSub Corp., a Nevada corporation, as purchaser (“Purchaser”) and AmeriCredit Financial Services, Inc. d/b/a GM Financial, a Delaware corporation, as seller (“Seller”).

ASSET REPRESENTATIONS REVIEW AGREEMENT among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 20__-_, Issuer AMERICREDIT FINANCIAL SERVICES, INC. D/B/A GM FINANCIAL, Servicer and Asset Representations Reviewer Dated as of , 20
Asset Representations Review Agreement • November 16th, 2023 • Afs Sensub Corp. • Asset-backed securities • New York

ASSET REPRESENTATIONS REVIEW AGREEMENT dated as of , 20 (this “Agreement”), among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 20 - , a Delaware statutory trust (the “Issuer”), AMERICREDIT FINANCIAL SERVICES, INC. D/B/A GM FINANCIAL, a Delaware corporation (“GM Financial”), in its capacity as Servicer (in such capacity, the “Servicer”) and [ASSET REPRESENTATIONS REVIEWER], [entity type], as Asset Representations Reviewer (the “Asset Representations Reviewer”).

PURCHASE AGREEMENT between AFS SENSUB CORP. Purchaser and GM FINANCIAL Seller Dated as of January 16, 2019
Purchase Agreement • January 10th, 2019 • AFS SenSub Corp. • Asset-backed securities • New York

THIS PURCHASE AGREEMENT, dated as of January 16, 2019, executed between AFS SenSub Corp., a Nevada corporation, as purchaser (“Purchaser”) and AmeriCredit Financial Services, Inc. d/b/a GM Financial, a Delaware corporation, as Seller (“Seller”).

SALE AND SERVICING AGREEMENT among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 20 - , Issuer, AFS SENSUB CORP., Seller, AMERICREDIT FINANCIAL SERVICES, INC. D/B/A GM FINANCIAL, Servicer, and [TRUST COLLATERAL AGENT], Trust Collateral Agent...
Sale and Servicing • January 8th, 2024 • Afs Sensub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of , 20 , among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 20 - , a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC. D/B/A GM FINANCIAL, a Delaware corporation (the “Servicer”), and [TRUST COLLATERAL AGENT], a [entity type], in its capacity as Trust Collateral Agent.

SERIES 2016-3 LOCKBOX ACCOUNT AGREEMENT Dated as of August 3, 2016
Account Agreement • August 11th, 2016 • AFS SenSub Corp. • Asset-backed securities • Texas

JPMorgan Chase Bank, N.A. (“Processor”), AmeriCredit Financial Services, Inc. (“AmeriCredit”), Citibank, N.A., as Trustee (the “Trustee”), and AmeriCredit Automobile Receivables Trust 2016-3 (the “Trust”) agree as follows:

SERIES 2016-3 LOCKBOX PROCESSING AGREEMENT Dated as of August 3, 2016
Lockbox Processing Agreement • August 4th, 2016 • AFS SenSub Corp. • Asset-backed securities • Texas

Regulus Group II LLC (“Processor”), AmeriCredit Financial Services, Inc. (“AmeriCredit”) and Citibank, N.A., as Trustee (the “Trustee”), agree as follows:

PURCHASE AGREEMENT between AFS SENSUB CORP. Purchaser and AMERICREDIT FINANCIAL SERVICES, INC. Seller Dated as of July 2, 2018
Purchase Agreement • August 16th, 2018 • AFS SenSub Corp. • Asset-backed securities • New York

THIS PURCHASE AGREEMENT, dated as of July 2, 2018, executed between AFS SenSub Corp., a Nevada corporation, as purchaser (“Purchaser”) and AmeriCredit Financial Services, Inc., a Delaware corporation, as Seller (“Seller”).

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 20 - Class A-1 % Asset Backed Notes Class A-2[-A] % Asset Backed Notes [Class A-2-B Floating Rate Asset Backed Notes] Class A-3 % Asset Backed Notes Class B % Asset Backed Notes Class C % Asset Backed Notes...
Underwriting Agreement • November 30th, 2018 • AFS SenSub Corp. • Asset-backed securities • New York

AmeriCredit Financial Services, Inc., a corporation organized and existing under the laws of Delaware (the “Sponsor”), and AFS SenSub Corp., a Nevada corporation (the “Seller”) (the Sponsor and the Seller, collectively, the “Companies”), agree with you as follows:

SALE AND SERVICING AGREEMENT among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2018-2, Issuer, AFS SENSUB CORP., Seller, AMERICREDIT FINANCIAL SERVICES, INC., Servicer, and CITIBANK, N.A., Trust Collateral Agent Dated as of July 2, 2018
Sale and Servicing • August 16th, 2018 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of July 2, 2018, among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2018-2, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (the “Servicer”), and CITIBANK, N.A., a national banking association, in its capacity as Trust Collateral Agent.

SALE AND SERVICING AGREEMENT among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 2019-1, Issuer, AFS SENSUB CORP., Seller, GM FINANCIAL, Servicer, and THE BANK OF NEW YORK MELLON, Trust Collateral Agent Dated as of January 16, 2019
Sale and Servicing • January 10th, 2019 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of January 16, 2019, among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 2019-1, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC. d/b/a GM Financial, a Delaware corporation (the “Servicer”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, in its capacity as Trust Collateral Agent.

AMENDED AND RESTATED TRUST AGREEMENT between AFS SENSUB CORP. Seller and [OWNER TRUSTEE] Owner Trustee Dated as of , 20
Trust Agreement • December 22nd, 2021 • Afs Sensub Corp. • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT, dated as of , 20 between AFS SENSUB CORP., a Nevada corporation, as depositor (the “Seller”), and [OWNER TRUSTEE], a [entity type], as Owner Trustee, amends and restates in its entirety that certain Trust Agreement, dated as of , 20 between the Seller and the Owner Trustee.

GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 20 - $ AUTOMOBILE RECEIVABLES BACKED NOTES UNDERWRITING AGREEMENT
Underwriting Agreement • November 16th, 2023 • Afs Sensub Corp. • Asset-backed securities • New York

The Notes will be issued pursuant to the Indenture, dated as of , 20 (the “Indenture”), between the Trust and [Trustee], as trustee and trust collateral agent (in such capacity, the “Trustee”). The Receivables will be sold by GMF [on the Closing Date and each Subsequent Purchase Date] to the Seller pursuant to the Purchase Agreement, dated as of , 20 (the “Purchase Agreement”), between GMF, as seller, and the Seller [and the related Subsequent Purchase Agreement]. The Receivables will then be transferred by the Seller to the

PURCHASE AGREEMENT between AFS SENSUB CORP. Purchaser and AMERICREDIT FINANCIAL SERVICES, INC. Seller Dated as of , 20
Purchase Agreement • December 22nd, 2021 • Afs Sensub Corp. • Asset-backed securities • New York

THIS PURCHASE AGREEMENT, dated as of , 20 , executed between AFS SenSub Corp., a Nevada corporation, as purchaser (“Purchaser”) and AmeriCredit Financial Services, Inc., a Delaware corporation, as seller (“Seller”).

SALE AND SERVICING AGREEMENT among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-2, Issuer, AFS SENSUB CORP., Seller, AMERICREDIT FINANCIAL SERVICES, INC., Servicer, and CITIBANK, N.A., Trust Collateral Agent Dated as of April 8, 2015
Sale and Servicing • April 15th, 2015 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of April 8, 2015, among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2015-2, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (the “Servicer”), and CITIBANK, N.A., a national banking association, in its capacity as Trust Collateral Agent.

AMENDED AND RESTATED TRUST AGREEMENT between AFS SENSUB CORP. Seller and WILMINGTON TRUST COMPANY Owner Trustee Dated as of May 10, 2006
Trust Agreement • May 24th, 2006 • AFS SenSub Corp. • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT dated as of May 10, 2006 between AFS SENSUB CORP., a Nevada corporation (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of May 1, 2006 between the Seller and the Owner Trustee.

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 20 - Class A-1 % Asset Backed Notes Class A-2[-A] % Asset Backed Notes [Class A-2-B Floating Rate Asset Backed Notes] Class A-3 % Asset Backed Notes Class B % Asset Backed Notes Class C % Asset Backed Notes...
Afs Sensub Corp. • December 22nd, 2021 • Asset-backed securities • New York

AmeriCredit Financial Services, Inc., a corporation organized and existing under the laws of Delaware (the “Sponsor”), and AFS SenSub Corp., a Nevada corporation (the “Seller”) (the Sponsor and the Seller, collectively, the “Companies”), agree with you as follows:

SALE AND SERVICING AGREEMENT among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 2018-2, Issuer, AFS SENSUB CORP., Seller, GM FINANCIAL, Servicer, and WELLS FARGO BANK, N.A., Trust Collateral Agent Dated as of April 19, 2018
Sale and Servicing • April 23rd, 2018 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of April 19, 2018, among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 2018-2, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC. d/b/a GM Financial, a Delaware corporation (the “Servicer”), and WELLS FARGO BANK, N.A., a national banking association, in its capacity as Trust Collateral Agent.

PURCHASE AGREEMENT between AFS SENSUB CORP. Purchaser and AMERICREDIT FINANCIAL SERVICES, INC. Seller Dated as of January 11, 2017
Purchase Agreement • February 15th, 2017 • AFS SenSub Corp. • Asset-backed securities • New York

THIS PURCHASE AGREEMENT, dated as of January 11, 2017, executed between AFS SenSub Corp., a Nevada corporation, as purchaser (“Purchaser”) and AmeriCredit Financial Services, Inc., a Delaware corporation, as Seller (“Seller”).

SALE AND SERVICING AGREEMENT among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2017-1, Issuer, AFS SENSUB CORP., Seller, AMERICREDIT FINANCIAL SERVICES, INC., Servicer, and THE BANK OF NEW YORK MELLON, Trust Collateral Agent Dated as of January 11, 2017
Sale and Servicing • February 15th, 2017 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of January 11, 2017, among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2017-1, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (the “Servicer”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, in its capacity as Trust Collateral Agent.

CUSTODIAN AGREEMENT among AMERICREDIT FINANCIAL SERVICES, INC., as Custodian, [[INSURER], as Insurer] and [TRUST COLLATERAL AGENT], as Trust Collateral Agent Dated as of , 201
Custodian Agreement • February 1st, 2011 • AFS SenSub Corp. • Asset-backed securities • New York

THIS CUSTODIAN AGREEMENT, dated as of , 201 , is made with respect to the issuance of Notes and a Certificate by AmeriCredit Automobile Receivables Trust 201 - (the “Issuer”), and is between AMERICREDIT FINANCIAL SERVICES, INC., as custodian (in such capacity, the “Custodian”), [[INSURER] (the “Insurer”)] and [TRUST COLLATERAL AGENT], a banking , as trust collateral agent (the “Trust Collateral Agent”). Capitalized terms used herein which are not defined herein shall have the meanings set forth in the Sale and Servicing Agreement (as hereinafter defined).

AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-C-M Class A-1 5.3180% Asset Backed Notes Class A-2 5.43% Asset Backed Notes Class A-3-A 5.42% Asset Backed Notes Class A-3-B LIBOR + 0.03% Floating Rate Asset Backed Notes Class A-4-A 5.55% Asset Backed...
Underwriting Agreement • July 19th, 2007 • AFS SenSub Corp. • Asset-backed securities • New York

CREDIT SUISSE SECURITIES (USA) LLC As Representative of the Underwriters Eleven Madison Avenue, 4th Floor New York, New York 10005

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SECOND AMENDED AND RESTATED SERVICING AGREEMENT
Servicing Agreement • November 16th, 2023 • Afs Sensub Corp. • Asset-backed securities

This Second Amended and Restated Servicing Agreement (the “Agreement”) is made and entered into the 1st day of January 2006 between AmeriCredit Financial Services of Canada Ltd. as successor by merger to AmeriCredit Service Center Ltd., an Ontario corporation (“AFS of Canada”), and AmeriCredit Financial Services, Inc., a Delaware corporation (“AFSI”).

SALE AND SERVICING AGREEMENT among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-B-F, Issuer, AFS SENSUB CORP., Seller, AMERICREDIT FINANCIAL SERVICES, INC., Servicer, and WELLS FARGO BANK, NATIONAL ASSOCIATION, Backup Servicer and Trust Collateral...
Sale and Servicing • April 24th, 2007 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT dated as of April 11, 2007, among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-B-F, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (the “Servicer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Backup Servicer and Trust Collateral Agent.

AMENDED AND RESTATED TRUST AGREEMENT between AFS SENSUB CORP. Seller and WILMINGTON TRUST COMPANY Owner Trustee Dated as of April 11, 2007
Trust Agreement • April 24th, 2007 • AFS SenSub Corp. • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT dated as of April 11, 2007 between AFS SENSUB CORP., a Nevada corporation (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of April 3, 2007 between the Seller and the Owner Trustee.

SERIES 2007-B-F TRI-PARTY REMITTANCE PROCESSING AGREEMENT April 11, 2007
Processing Agreement • April 24th, 2007 • AFS SenSub Corp. • Asset-backed securities • Texas

JPMorgan Chase Bank, N.A. (“Processor”), AmeriCredit Financial Services, Inc. (“AmeriCredit”) and Wells Fargo Bank, National Association, as Trustee (the “Trustee”), agree as follows:

MBIA INSURANCE CORPORATION, as Insurer AMERICREDIT FINANCIAL SERVICES, INC. and CREDIT SUISSE SECURITIES (USA) LLC as the Representative of the Underwriters INDEMNIFICATION AGREEMENT AmeriCredit Automobile Receivables Trust 2006-R-M Automobile...
Indemnification Agreement • May 24th, 2006 • AFS SenSub Corp. • Asset-backed securities • New York

This Agreement, dated as of May 9, 2006, is by and among MBIA INSURANCE CORPORATION (the “Insurer”), as the Insurer under the Note Guaranty Insurance Policy (the “Policy”) issued in connection with the Offered Notes described below, AMERICREDIT FINANCIAL SERVICES, INC. (“AmeriCredit”) and CREDIT SUISSE (USA) LLC, as Representative of the Underwriters (the “Representative”).

SPREAD ACCOUNT AGREEMENT, dated as of April 11, 2007 among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-B-F FINANCIAL SECURITY ASSURANCE INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION
Spread Account Agreement • April 24th, 2007 • AFS SenSub Corp. • Asset-backed securities • New York

SPREAD ACCOUNT AGREEMENT, dated as of April 11, 2007 (the “Agreement”), by and among FINANCIAL SECURITY ASSURANCE INC., a New York stock insurance company (“Financial Security”), AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-B-F (the “Trust”) and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), in its capacity as Trustee with respect to the Notes (in such capacity, the “Trustee”) and as Collateral Agent (as defined below).

SERIES 2007-C-M TRI-PARTY REMITTANCE PROCESSING AGREEMENT July 18, 2007
Remittance Processing Agreement • July 30th, 2007 • AFS SenSub Corp. • Asset-backed securities • Texas

JPMorgan Chase Bank, N.A. (“Processor”), AmeriCredit Financial Services, Inc. (“AmeriCredit”) and Wells Fargo Bank, National Association, as Trustee (the “Trustee”), agree as follows:

INSURANCE AND INDEMNITY AGREEMENT among FINANCIAL SECURITY ASSURANCE INC., AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-B-F, AMERICREDIT FINANCIAL SERVICES, INC., AFS SENSUB CORP. and AMERICREDIT CORP. Dated as of April 11, 2007 $275,000,000 Class...
Insurance and Indemnity Agreement • April 24th, 2007 • AFS SenSub Corp. • Asset-backed securities • New York

INSURANCE AND INDEMNITY AGREEMENT dated as of April 11, 2007 among FINANCIAL SECURITY ASSURANCE INC. (“Financial Security”), AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2007-B-F (the “Trust”), a Delaware statutory trust, AFS SENSUB CORP., a Nevada corporation (when referred to individually hereunder, “AFS SenSub,” when referred to as the seller under the Sale and Servicing Agreement referred to below, the “Seller”), and AMERICREDIT FINANCIAL SERVICES, INC. (the “Company”), a Delaware corporation and AMERICREDIT CORP., a Texas corporation (“AmeriCredit”).

TRUST AGREEMENT
Trust Agreement • November 30th, 2018 • AFS SenSub Corp. • Asset-backed securities

TRUST AGREEMENT, dated as of , 20 , between AFS SenSub Corp. (the “Company”) and [Owner Trustee], a , not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”). The Company and the Owner Trustee hereby agree as follows:

AMENDED AND RESTATED TRUST AGREEMENT between AFS SENSUB CORP. Seller and WILMINGTON TRUST COMPANY Owner Trustee Dated as of July 18, 2007
Trust Agreement • July 30th, 2007 • AFS SenSub Corp. • Asset-backed securities • Delaware

This AMENDED AND RESTATED TRUST AGREEMENT dated as of July 18, 2007 between AFS SENSUB CORP., a Nevada corporation (the “Seller”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, as Owner Trustee, amends and restates in its entirety that certain Trust Agreement dated as of July 6, 2007 between the Seller and the Owner Trustee.

SALE AND SERVICING AGREEMENT among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 2018-3, Issuer, AFS SENSUB CORP., Seller, GM FINANCIAL, Servicer, and THE BANK OF NEW YORK MELLON, Trust Collateral Agent Dated as of July 18, 2018
Sale and Servicing • July 13th, 2018 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT, dated as of July 18, 2018, among GM FINANCIAL CONSUMER AUTOMOBILE RECEIVABLES TRUST 2018-3, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC. d/b/a GM Financial, a Delaware corporation (the “Servicer”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, in its capacity as Trust Collateral Agent.

SALE AND SERVICING AGREEMENT among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2006-B-G, Issuer, AFS SENSUB CORP., Seller, AMERICREDIT FINANCIAL SERVICES, INC., Servicer, and WELLS FARGO BANK, NATIONAL ASSOCIATION, Backup Servicer and Trust Collateral...
Sale and Servicing Agreement • October 2nd, 2006 • AFS SenSub Corp. • Asset-backed securities • New York

SALE AND SERVICING AGREEMENT dated as of September 18, 2006, among AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2006-B-G, a Delaware statutory trust (the “Issuer”), AFS SENSUB CORP., a Nevada corporation (the “Seller”), AMERICREDIT FINANCIAL SERVICES, INC., a Delaware corporation (the “Servicer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, in its capacity as Backup Servicer and Trust Collateral Agent.

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