GMF LEASING LLC as Depositor, and [OWNER TRUSTEE] as Owner Trustee AMENDED AND RESTATED TRUST AGREEMENT OF GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - Dated as of , 20Trust Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • Delaware
AMENDED AND RESTATED TRUST AGREEMENT, dated as of , 20 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between GMF Leasing LLC, a Delaware limited liability company, as depositor (the “Depositor”), and [Owner Trustee], a [entity type] (in its individual capacity, together with its successors, assigns, the “Trust Company”), as trustee (in such capacity, the “Owner Trustee”).
GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - , GMF LEASING LLC, as Depositor, GM FINANCIAL, as Administrator and [INDENTURE TRUSTEE] as Indenture Trustee ADMINISTRATION AGREEMENT Dated as of , 20Administration Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
ADMINISTRATION AGREEMENT, dated as of , 20 (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among GM Financial Automobile Leasing Trust 20 - , a Delaware statutory trust (the “Issuer”), AmeriCredit Financial Services, Inc. d/b/a GM Financial (“GM Financial”), as administrator (in such capacity, the “Administrator”), GMF Leasing LLC, a Delaware limited liability company, as Depositor (the “Depositor”), and [Indenture Trustee], as Indenture Trustee (the “Indenture Trustee”).
ASSET REPRESENTATIONS REVIEW AGREEMENT among GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - , as Issuer GM FINANCIAL, as Servicer and as Asset Representations Reviewer Dated as of , 20Asset Representations Review Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
ASSET REPRESENTATIONS REVIEW AGREEMENT dated as of , 20 (this “Agreement”), among GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - , a Delaware statutory trust (the “Issuer”), AMERICREDIT FINANCIAL SERVICES, INC., 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”).
GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - UNDERWRITING AGREEMENTUnderwriting Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
GMF Leasing LLC, a Delaware limited liability company (the “Depositor”), proposes to sell to the underwriters named in Schedule 1 hereto (the “Underwriters”), pursuant to the terms of this Underwriting Agreement (this “Agreement”) the Asset-Backed Notes issued by GM Financial Automobile Leasing Trust 20 - (the “Trust”) of the class, and in the principal amount set forth in Schedule 1 hereto (the “Notes”), which are debt obligations of the Trust. The assets of the Trust will consist primarily of an exchange note (the “Exchange Note”) backed by a designated pool of car, light truck and utility vehicle leases and the corresponding leased vehicles (the “Lease Assets”) and certain monies due thereunder after , 20 (the “[Initial] Cutoff Date”). The Lease Assets were purchased from dealers [or originated directly] by ACAR Leasing Ltd. (the “Titling Trust”), an affiliate of the Depositor and AmeriCredit Financial Services, Inc. d/b/a GM Financial, a corporation organized and existing under the
ACAR LEASING LTD., as Borrower, GM FINANCIAL, as Lender and as Servicer COMPUTERSHARE TRUST COMPANY, N.A., as Administrative Agent and as Collateral Agent THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT Dated as of October 3, 2022Credit and Security Agreement • October 4th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
THIRD AMENDED AND RESTATED CREDIT AND SECURITY AGREEMENT, dated as of October 3, 2022 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Agreement”), among ACAR LEASING LTD., a Delaware statutory trust (the “Borrower”), AMERICREDIT FINANCIAL SERVICES, INC. D/B/A GM FINANCIAL, a Delaware corporation (“GM Financial”), as lender (in such capacity, the “Lender”) and as servicer (in such capacity, the “Servicer”), COMPUTERSHARE TRUST COMPANY, N.A., a national banking association (“Computershare”), as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent for the Secured Parties (in such capacity, the “Collateral Agent”).
ACAR LEASING LTD., as Titling Trust, GM FINANCIAL, as Servicer, APGO TRUST, as Settlor and COMPUTERSHARE TRUST COMPANY, N.A., as Collateral Agent FOURTH AMENDED AND RESTATED SERVICING AGREEMENT Dated as of October 3, 2022Servicing Agreement • October 4th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
FOURTH AMENDED AND RESTATED SERVICING AGREEMENT, dated as of October 3, 2022 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among ACAR Leasing Ltd., a Delaware statutory trust (the “Titling Trust”), AmeriCredit Financial Services, Inc., a Delaware corporation (“GM Financial”), as servicer (the “Servicer”), APGO Trust (“APGO”), a Delaware statutory trust, as Settlor of the Titling Trust (the “Settlor”), and Computershare Trust Company, N.A., a national banking association (“Computershare”), as collateral agent (the “Collateral Agent”).
LIMITED LIABILITY COMPANY AGREEMENT of GMF LEASING LLC, (a Delaware Limited Liability Company) dated as of January 26, 2011 by AMERICREDIT FINANCIAL SERVICES, INC., as MemberLimited Liability Company Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • Delaware
The Member (as defined below) hereby establishes GMF Leasing LLC (the “Company”) under the laws of the State of Delaware pursuant to this Agreement and the Certificate of Formation of the Company, dated as of January 25, 2011 (the “Certificate of Formation”).
ACAR LEASING LTD., as the Titling Trust, GM FINANCIAL, as Servicer, APGO TRUST, as Settlor, [COLLATERAL AGENT], as Collateral Agent and [INDENTURE TRUSTEE], as Indenture Trustee 20 - SERVICING SUPPLEMENT Dated as of , 20ACAR Leasing Ltd. • February 28th, 2022 • Asset-backed securities • New York
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of January 31, 2011 (the “Titling Trust Agreement”), between the Settlor and [Owner Trustee], as Owner Trustee (the “Owner Trustee”), Administrative Trustee and Delaware Trustee, the Titling Trust was created to, among other things, take assignments and conveyances of and hold in trust various assets (the “Trust Assets”);
APGO TRUST, as Settlor, and WILMINGTON TRUST COMPANY, as Owner Trustee, Administrative Trustee and Delaware Trustee AMENDED AND RESTATED TRUST AGREEMENT Dated as of January 31, 2011 ACAR LEASING LTD.Trust Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • Delaware
This AMENDED AND RESTATED TRUST AGREEMENT, dated as of January 31, 2011 (as it may be further modified, supplemented or amended from time to time in accordance with its terms, this “Agreement”), relates to ACAR Leasing Ltd. (the “Titling Trust”) and is intended by the parties hereto to amend and restate the Trust Agreement, dated November 14, 2007 (the “Original Agreement”), among APGO Trust, a Delaware statutory trust, as Initial Beneficiary (as defined therein) and as settlor (in such capacity, the “Settlor”), and Wilmington Trust Company (“WTC”), a Delaware banking corporation, as UTI Trustee thereunder (as defined therein) and as Owner Trustee hereunder (in such capacity, the “Owner Trustee”), Administrative Trustee (in such capacity, the “Administrative Trustee”) and Delaware Trustee (in such capacity, the “Delaware Trustee”). Capitalized terms used in this Agreement that are not otherwise defined herein shall have the meanings assigned thereto in Annex A to the Credit and Securit
GM FINANCIAL, as Lender, and GMF LEASING LLC, as Depositor 20 - EXCHANGE NOTE SALE AGREEMENT Dated as of , 20Note Sale Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of January 31, 2011 (the “Titling Trust Agreement”), among APGO Trust, as Settlor, and [Owner Trustee], as Owner Trustee, Administrative Trustee and Delaware Trustee, the Titling Trust (the “Titling Trust”) was continued to, among other things, take assignments and conveyances of and hold in trust various assets (the “Trust Assets”);
ACAR LEASING LTD., as Borrower GM FINANCIAL as Lender and Servicer and [ADMINISTRATIVE AGENT AND COLLATERAL AGENT] as Administrative Agent and Collateral Agent 20 - EXCHANGE NOTE SUPPLEMENT Dated as of , 20ACAR Leasing Ltd. • February 28th, 2022 • Asset-backed securities • New York
WHEREAS, Section 4.1 of the Second Amended and Restated Credit and Security Agreement, dated as of January 24, 2018 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit and Security Agreement”), among the Borrower, the Lender and Servicer, the Administrative Agent and the Collateral Agent provides that the parties thereto may at any time and from time to time enter into a supplement to the Credit and Security Agreement for the purpose of authorizing the issuance, execution and authentication of one or more Exchange Notes; and
GMF LEASING LLC, as Transferor, and GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - , as Transferee 20 - EXCHANGE NOTE TRANSFER AGREEMENT Dated as of , 20Note Transfer Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of January 31, 2011 (the “Titling Trust Agreement”), among APGO Trust, as Settlor, and [Owner Trustee], as Owner Trustee, Administrative Trustee and Delaware Trustee, the Titling Trust (the “Titling Trust”) was continued to, among other things, take assignments and conveyances of and hold in trust various assets (the “Trust Assets”);
GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - Class A-1 % Asset Backed Notes Class A-2[-A] % Asset Backed Notes [Class A-2-B LIBOR+ % Asset Backed Notes] Class A-3 % Asset Backed Notes Class B % Asset Backed Notes Class C % Asset Backed Notes Class D %...Basic Servicing Agreement • January 15th, 2016 • ACAR Leasing Ltd. • Asset-backed securities • New York
The Notes are to be issued pursuant to an Indenture, to be dated as of , 20 (the “Indenture”), among the Trust, as issuer, the Sponsor, as servicer (in such capacity, the “Servicer”), and [Indenture Trustee], a , as indenture trustee (in such capacity, the “Indenture Trustee”). In addition to the Notes, the Trust will also issue an Asset-Backed Certificate representing the beneficial ownership interests in the Trust (the “Certificate” and, together with the Notes, the “Securities”) pursuant to a trust agreement, dated as , 20 , as amended and restated as of , 20 , (the “Trust Agreement”), between the Depositor and , a trust company, as owner trustee (the “Owner Trustee”).
TRUST AGREEMENTTrust Agreement • December 28th, 2018 • ACAR Leasing Ltd. • Asset-backed securities
TRUST AGREEMENT, dated as of , 20 , between GMF Leasing LLC (the “Company”) and [Owner Trustee], a Delaware trust company, not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”). The Company and the Owner Trustee hereby agree as follows:
TRUST AGREEMENTTrust Agreement • February 23rd, 2015 • ACAR Leasing Ltd. • Asset-backed securities
TRUST AGREEMENT, dated as of , 20 , between GMF Leasing LLC (the “Company”) and [Owner Trustee], a Delaware trust company, not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”). The Company and the Owner Trustee hereby agree as follows:
ACAR LEASING LTD., as Borrower, GM FINANCIAL as Lender and Servicer And WELLS FARGO BANK, NATIONAL ASSOCIATION as Administrative Agent and Collateral Agent, 20 - EXCHANGE NOTE SUPPLEMENT Dated as of , 20ACAR Leasing Ltd. • February 23rd, 2015 • Asset-backed securities • New York
WHEREAS, Section 4.1 of the Amended and Restated Credit and Security Agreement, dated as of May 23, 2013 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, the “Credit and Security Agreement”), among the Borrower, the Lender and Servicer, the Administrative Agent and the Collateral Agent provides that the parties thereto may at any time and from time to time enter into a supplement to the Credit and Security Agreement for the purpose of authorizing the issuance, execution and authentication of one or more Exchange Notes; and
ACAR LEASING LTD., as Borrower GM FINANCIAL as Lender and Servicer and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent 20__-_ EXCHANGE NOTE SUPPLEMENT Dated as of _______, 20__ACAR Leasing Ltd. • December 28th, 2018 • Asset-backed securities • New York
20__-_ EXCHANGE NOTE SUPPLEMENT, dated as of _______, 20__ (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Supplement” or this “Agreement”), among ACAR LEASING LTD., a Delaware statutory trust, as Borrower (the “Borrower”), AMERICREDIT FINANCIAL SERVICES, INC. d/b/a GM Financial, a Delaware corporation (“GM Financial”), as lender (in such capacity, the “Lender”) and as servicer (in such capacity, the “Servicer”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) and as collateral agent (in such capacity, the “Collateral Agent”).
GM FINANCIAL, as Lender, and GMF LEASING LLC, as Depositor 20 - EXCHANGE NOTE SALE AGREEMENT Dated as of , 20Note Sale Agreement • February 23rd, 2015 • ACAR Leasing Ltd. • Asset-backed securities • New York
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of , 20 (the “Titling Trust Agreement”), among APGO Trust, as Settlor, and [Owner Trustee], as Owner Trustee, Administrative Trustee and Delaware Trustee, the Titling Trust (the “Titling Trust”) was continued to, among other things, take assignments and conveyances of and hold in trust various assets (the “Trust Assets”);
ACAR LEASING LTD., as the Titling Trust, GM FINANCIAL, as Servicer, APGO TRUST, as Settlor, and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent and Indenture Trustee 20 - SERVICING SUPPLEMENT Dated as of , 20ACAR Leasing Ltd. • February 23rd, 2015 • Asset-backed securities • New York
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of January 31, 2011 (the “Titling Trust Agreement”), between the Settlor and [Owner Trustee], as Owner Trustee, Administrative Trustee and Delaware Trustee, the Titling Trust was created to, among other things, take assignments and conveyances of and hold in trust various assets (the “Trust Assets”);
GMF LEASING LLC, as Transferor, and GM FINANCIAL AUTOMOBILE LEASING TRUST 20 - , as Transferee 20 - EXCHANGE NOTE TRANSFER AGREEMENT Dated as of , 20Note Transfer Agreement • February 23rd, 2015 • ACAR Leasing Ltd. • Asset-backed securities • New York
WHEREAS, pursuant to an Amended and Restated Trust Agreement, dated as of January 31, 2011 (the “Titling Trust Agreement”), among APGO Trust, as Settlor, and [Owner Trustee], as Owner Trustee, Administrative Trustee and Delaware Trustee, the Titling Trust (the “Titling Trust”) was continued to, among other things, take assignments and conveyances of and hold in trust various assets (the “Trust Assets”);
TRUST AGREEMENTTrust Agreement • January 15th, 2016 • ACAR Leasing Ltd. • Asset-backed securities
TRUST AGREEMENT, dated as of , 20 , between GMF Leasing LLC (the “Company”) and [Owner Trustee], a Delaware trust company, not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”). The Company and the Owner Trustee hereby agree as follows:
GM FINANCIAL, as Lender, and GMF LEASING LLC, as Depositor 20__-_ EXCHANGE NOTE SALE AGREEMENT Dated as of _______, 20__Exchange Note Sale Agreement • December 28th, 2018 • ACAR Leasing Ltd. • Asset-backed securities • New York
20__-_ EXCHANGE NOTE SALE AGREEMENT, dated as of _______, 20__ (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between AmeriCredit Financial Services, Inc. d/b/a GM Financial, a Delaware corporation (“GM Financial”), as Lender (in such capacity, the “Lender”), and GMF Leasing LLC, a Delaware limited liability company, as Depositor (the “Depositor”).
ACAR LEASING LTD., as the Titling Trust, GM FINANCIAL, as Servicer, APGO TRUST, as Settlor, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Collateral Agent and [INDENTURE TRUSTEE], as Indenture Trustee 20__-_ SERVICING SUPPLEMENT Dated as of ______, 20__ACAR Leasing Ltd. • December 28th, 2018 • Asset-backed securities • New York
20__-_ SERVICING SUPPLEMENT, dated as of _______, 20__ (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “20__-_ Servicing Supplement” or this “Agreement”), among ACAR Leasing Ltd., a Delaware statutory trust (the “Titling Trust”), AmeriCredit Financial Services, Inc. d/b/a GM Financial, a Delaware corporation (“GM Financial”), as servicer (in such capacity, the “Servicer”), APGO Trust (“APGO”), a Delaware statutory trust, as settlor of the Titling Trust (in such capacity, the “Settlor”), and Wells Fargo Bank, National Association (“Wells Fargo”), a national banking association, as collateral agent (in such capacity, the “Collateral Agent”) and [Indenture Trustee], a __________, as indenture trustee (the “Indenture Trustee”).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • October 4th, 2022 • ACAR Leasing Ltd. • Asset-backed securities • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of October 3, 2022 (as it may be amended, supplemented or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is among Wells Fargo Bank, N.A. (“Wells Fargo”), Computershare Trust Company, N.A. (“Computershare”), and AmeriCredit Financial Services, Inc., d/b/a GM Financial (“GM Financial”).
GMF LEASING LLC, as Transferor, and GM FINANCIAL AUTOMOBILE LEASING TRUST 20__-_, as Transferee 20__-_ EXCHANGE NOTE TRANSFER AGREEMENT Dated as of _______, 20__Note Transfer Agreement • December 28th, 2018 • ACAR Leasing Ltd. • Asset-backed securities • New York
20__-_ EXCHANGE NOTE TRANSFER AGREEMENT, dated as of _______, 20__ (as the same may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), between GMF Leasing LLC, a Delaware limited liability company, as transferor (the “Transferor”), and GM Financial Automobile Leasing Trust 20__-_, a Delaware statutory trust (the “Issuer”), as transferee (the “Transferee”).
TRUST AGREEMENTTrust Agreement • February 28th, 2022 • ACAR Leasing Ltd. • Asset-backed securities
TRUST AGREEMENT, dated as of , 20 , between GMF Leasing LLC (the “Company”) and [Owner Trustee], a Delaware trust company, not in its individual capacity but solely as Owner Trustee (the “Owner Trustee”). The Company and the Owner Trustee hereby agree as follows:
