Common use of Collection of Receivable Payments; Modifications of Receivables Clause in Contracts

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation productsFor purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (e) [Reserved] (f) Records documenting collection efforts GM Financial shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing GM Financial to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. GM Financial shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than 2% of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) GM Financial shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if GM Financial is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable state law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than 30 days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than two percent (2%) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts GM Financial shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable state law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing GM Financial to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than 30 days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. GM Financial shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than two percent (2%) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) GM Financial shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if GM Financial is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts GM Financial shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing GM Financial to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. GM Financial shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than two percent (2%) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) GM Financial shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if GM Financial is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation productsFor purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than 2% of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than two percent (2%) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C D Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the [Class C D Stated Maturity Date Date] or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated A-4 Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables in such a manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable payment extensions in accordance with its customary servicing practicesprocedures if the Servicer believes in good faith that such extension is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable and is otherwise in the best interests of the Trust; provided, however, that if no such extension shall extend the Servicer (i) extends the date for final payment by the Obligor of date on any Receivable beyond the last day of the Collection Period ending three months prior to the Class C Stated D Maturity Date or (ii) reduces Date. Anything herein to the APR or unpaid principal balance contrary notwithstanding, the Servicer shall grant payment extensions with respect to any a Receivable other only to the extent permissible in its extension policy in effect from time to time, which policy in effect as of the date hereof is attached hereto as Exhibit D. Generally, a Contract may be extended for at most one month per extension and there may not be more than as required by applicable law, it will promptly purchase such Receivable in six extensions during the manner provided in Section 4.07life of the Contract. (c) The Servicer may, but is Upon any extension not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with this Section, the Servicer shall be required to purchase the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records Receivable in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesSection 4.07. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Trust to sell the Receivables pursuant to Section 4.3(c) hereof. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications (A) at any time agree to a modification or adjustments on amendment of a Receivable in order to (i) change on one or more occasions the Obligor’s regular monthly due date to a date that shall in no event be later than 30 days in total after the original monthly due date of that Receivable or (ii) re-amortize the Scheduled Receivables Payments on the Receivable following a partial prepayment of principal, in accordance with its customary servicing practicesprocedures or (iii) increase the Principal Balance and re-amortize the Scheduled Receivables Payments on the Receivable following a mechanical re-write; provided, howeverthat the number of Receivables that are subject to a mechanical re-write shall not exceed, that in the aggregate, 2% of the number of Receivables as of the Closing Date, or (B) may direct the Trust to sell the Receivables pursuant to Section 4.3 hereof if the Servicer (i) extends believes in good faith that such extension, modification, amendment or sale is necessary to avoid a default on such Receivable, will maximize the date for final payment amount to be received by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance Trust with respect to any Receivable other than as required by applicable lawsuch Receivable, it will promptly purchase such Receivable and is otherwise in the manner provided in Section 4.07best interests of the Trust. (c) The Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collectionsa Receivable (in addition to those modifications permitted by Section 4.2(b) hereof), cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with its customary procedures if the Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that: (i) The aggregate period of all extensions on a Receivable shall not exceed eight months; (ii) a Receivable may be extended no more than twice within a twelve month period unless the regional manager approves and in no event may a Receivable be extended more than four times within its lifetime; (iii) In no event may a Receivable be extended beyond the Collection Period immediately preceding the latest Final Scheduled Distribution Date; (iv) The average Monthly Extension Rate for (A) any three consecutive calendar months, other than the months of December, January and February, shall not exceed 3.0% and (B) for the calendar months of December, January and February, shall not exceed 3.5%; and (v) So long as an Insurer Default shall not have occurred and be continuing, the Servicer shall not amend or modify a Receivable (except as provided in Section 4.2(b) and this Section 4.2(c)) without the consent of the Insurer or a Note Majority (if an Insurer Default shall have occurred and be continuing). With respect to clause (iv) of this Section 4.2(c), in the event the average of the Monthly Extension Rates calculated with respect to (A) three consecutive calendar months, other than the months of December, January and February, exceeds 3.0% and (B) for the calendar months of December, January and February, exceeds 3.5% (in each case, which information shall be set forth in the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(bCertificate), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any productsshall, goods or services to Obligors on the third such Accounting Date, purchase from the Trust the Receivables with respect to which payment had been extended (starting with the Receivables most recently so long as extended) in an aggregate Principal Balance equal to the product of (i) the difference between such practicesaverage of Monthly Extension Rates and 3.0% and (ii) the Aggregate Principal Balance, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by and pay the Servicer for itself and othersrelated Purchase Amount on the related Determination Date; provided, whether or not such practiceshowever, promotions or sales might result in a decrease that in the aggregate amount of payments on event the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contraryBackup Servicer shall be acting as Servicer hereunder, the Servicer may refinance any Receivable and deposit the full Principal Balance foregoing sentence shall apply only in respect of such Receivable into the Collection Account. The receivable created Receivables as to which payments had been extended by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleBackup Servicer. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c) hereof. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications (A) at any time agree to a modification or adjustments on amendment of a Receivable in order to (i) change on one or more occasions the Obligor’s regular monthly due date to a date that shall in no event be later than 30 days in total after the original monthly due date of that Receivable or (ii) re-amortize the Scheduled Receivables Payments on the Receivable following a partial prepayment of principal, in accordance with its customary servicing practices; provided, however, that procedures or (B) may direct the Issuer to sell the Receivables pursuant to Section 4.3 hereof if the Servicer (i) extends believes in good faith that such extension, modification, amendment or sale is necessary to avoid a default on such Receivable, will maximize the date for final payment amount to be received by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance Trust with respect to any Receivable other than as required by applicable lawsuch Receivable, it will promptly purchase such Receivable and is otherwise in the manner provided in Section 4.07best interests of the Trust. (c) The Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collectionsa Receivable (in addition to those modifications permitted by Section 4.2(b)) hereof, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with its customary procedures if the Servicer believes in good faith that such extension, modification, amendment or sale is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that: (i) The aggregate period of all extensions on a Receivable shall not exceed eight months; (ii) In no event may a Receivable be extended beyond the Collection Period immediately preceding the latest Final Scheduled Distribution Date; (iii) The average Monthly Extension Rate for (A) any three consecutive calendar months, other than the months of December, January and February, shall not exceed 2.5% and (B) for the calendar months of December, January and February, shall not exceed 3.0%; and (iv) So long as an Insurer Default shall not have occurred and be continuing, the Servicer shall not amend or modify a Receivable (except as provided in Section 4.2(b) and this Section 4.2(c)) without the consent of the Insurer or a Note Majority (if an Insurer Default shall have occurred and be continuing). With respect to clause (iii) of this Section 4.2(c), in the event the average of the Monthly Extension Rates calculated with respect to three consecutive calendar months exceeds 2.5% (which information shall be set forth in the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(bCertificate), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any productsshall, goods or services to Obligors on the third such Accounting Date, purchase from the Trust the Receivables with respect to which payment had been extended (starting with the Receivables most recently so long as extended) in an aggregate Principal Balance equal to the product of (i) the difference between such practicesaverage of Monthly Extension Rates and 2.5% and (ii) the Aggregate Principal Balance, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by and pay the Servicer for itself and othersrelated Purchase Amount on the related Determination Date; provided, whether or not such practiceshowever, promotions or sales might result in a decrease that in the aggregate amount of payments on event the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contraryBackup Servicer shall be acting as Servicer hereunder, the Servicer may refinance any Receivable and deposit the full Principal Balance foregoing sentence shall apply only in respect of such Receivable into the Collection Account. The receivable created Receivables as to which payments had been extended by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleBackup Servicer. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated D Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Trust to sell the Receivables pursuant to Section 4.3(c) hereof. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications (A) at any time agree to a modification or adjustments on amendment of a Receivable in order to (i) change on one or more occasions the Obligor’s regular monthly due date to a date that shall in no event be later than 30 days in total after the original monthly due date of that Receivable or (ii) re-amortize the Scheduled Receivables Payments on the Receivable following a partial prepayment of principal, in accordance with its customary servicing practices; provided, however, that procedures or (B) may direct the Trust to sell the Receivables pursuant to Section 4.3 hereof if the Servicer (i) extends believes in good faith that such extension, modification, amendment or sale is necessary to avoid a default on such Receivable, will maximize the date for final payment amount to be received by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance Trust with respect to any Receivable other than as required by applicable lawsuch Receivable, it will promptly purchase such Receivable and is otherwise in the manner provided in Section 4.07best interests of the Trust. (c) The Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collectionsa Receivable (in addition to those modifications permitted by Section 4.2(b)) hereof, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with its customary procedures if the Servicer believes in good faith that such extension, modification, amendment or sale is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that: (i) The aggregate period of all extensions on a Receivable shall not exceed eight months; (ii) In no event may a Receivable be extended beyond the Collection Period immediately preceding the latest Final Scheduled Distribution Date; (iii) The average Monthly Extension Rate for (A) any three consecutive calendar months, other than the months of December, January and February, shall not exceed 3.0% and (B) for the calendar months of December, January and February, shall not exceed 3.5%; and (iv) So long as an Insurer Default shall not have occurred and be continuing, the Servicer shall not amend or modify a Receivable (except as provided in Section 4.2(b) and this Section 4.2(c)) without the consent of the Insurer or a Note Majority (if an Insurer Default shall have occurred and be continuing). With respect to clause (iii) of this Section 4.2(c), in the event the average of the Monthly Extension Rates calculated with respect to (A) three consecutive calendar months, other than the months of December, January and February, exceeds 3.0% and (B) for the calendar months of December, January and February, exceeds 3.5% (in each case, which information shall be set forth in the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(bCertificate), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any productsshall, goods or services to Obligors on the third such Accounting Date, purchase from the Trust the Receivables with respect to which payment had been extended (starting with the Receivables most recently so long as extended) in an aggregate Principal Balance equal to the product of (i) the difference between such practicesaverage of Monthly Extension Rates and 3.0% and (ii) the Aggregate Principal Balance, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by and pay the Servicer for itself and othersrelated Purchase Amount on the related Determination Date; provided, whether or not such practiceshowever, promotions or sales might result in a decrease that in the aggregate amount of payments on event the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contraryBackup Servicer shall be acting as Servicer hereunder, the Servicer may refinance any Receivable and deposit the full Principal Balance foregoing sentence shall apply only in respect of such Receivable into the Collection Account. The receivable created Receivables as to which payments had been extended by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleBackup Servicer. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that [any such action by the Servicer is a Permitted Modification and] if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase [will][may] repurchase such Receivable in the manner provided in Section 4.074.7 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. [Should the Servicer grant an extension, rebate, deferral, amendment, modification or adjustment with respect to any Receivable in accordance with its Servicing Policies and Procedures, but such action is not a Permitted Modification, such action shall not be a breach of this Agreement so long as the Servicer shall repurchase such Receivable in the manner provided in Section 4.7 and in such a manner as to allow the Trust to maintain its status as a fixed investment trust described in Treasury Regulation Section 301.7701-4(c) that is treated as a grantor trust under subtitle A, chapter 1, subchapter J, part I, subpart E of the Code.] (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation productsFor purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (e) [Reserved]. (f) Records documenting collection efforts GM Financial shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing GM Financial to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis that is not less frequent than as set forth in equal to the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.book value

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Master Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Master Servicer may at any time agree to Section 4.06a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the Scheduled Payments on the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Master Servicer may elect, at any time and from time to time in accordance with its customary procedures, to defer a Scheduled Payment on a Receivable for one month; provided, however, that (i) the Obligor has paid all amounts due on the Receivable as of the date such deferral is granted, (ii) the Master Servicer believes in good faith that such deferral will maximize the amount to be received with respect to such Receivable and is otherwise in the best interests of the Trust and (iii) a deferral permitted by this sentence shall not extend the maturity date of such Receivable. (c) The Master Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Master Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date of the Notes, the Master Servicer will (or (iiwill cause HAFI as subservicer to) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with by depositing the related documentation for such Receivables, shall be posted to Repurchase Amount into the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCollection Account. (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Master Servicer and its Affiliates may engage shall deposit Collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicesCollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) HSBC Finance Corporation remains the Master Servicer may refinance and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes) issued by a Master Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such Receivable into other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Collection Account. The receivable created by such refinancing Master Servicer shall not be property required to make deposits of Collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collections (excluding any portion of such funds which the Issuer. The Master Servicer and may retain in accordance with Section 4.8 or pay directly to the Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Master Servicer shall give written notice to the Indenture Trustee and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Master Servicer is required to deposit funds in accordance with Section 4.2(d), the Master Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Master Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Master Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the Collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts Notwithstanding anything else in the Basic Documents to the contrary, with respect to any Collection Period and whether the Master Servicer is required to make deposits of Collections pursuant to Section 4.2(d) or Section 4.2(e), (i) the Master Servicer shall only be required to deposit Collections into the Collection Account up to an aggregate amount of Available Funds required to be distributed on or prior to the related Distribution Date pursuant to the terms of the Basic Documents and (ii) if at any time prior to such Distribution Date the amount of Collections deposited into the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Master Servicer shall be maintained during permitted to direct the period Administrator to withdraw the excess from the Collection Account and pay such amount pursuant to the Basic Documents. Subject to the immediately preceding sentence, the Master Servicer may retain its Servicing Fee pursuant to Section 4.8 and shall not be required to deposit it in the Collection Account. (g) In the event that a Receivable Master Servicer Credit Facility is delinquent maintained, the Master Servicer shall within two Business Days of the date of processing of Collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Master Servicer Credit Facility Issuer in accordance writing of the amount of Collections that would otherwise be deposited in the Collection Account and the Master Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or with respect to the Credit and Collection Policy. Such records Receivables shall be maintained credited and the Master Servicer shall notify the Indenture Trustee, the Administrator and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on at least or with respect to the Receivables that are to be included in Collections (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a periodic basis that is not less frequent than part of Collections (as set forth in determined for this purpose after giving effect to the exclusions described above) for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the Master Servicer upon request of the Indenture Trustee, the Administrator or any Master Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.. 7 (2018-A Sale and Servicing Agreement)

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Master Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Master Servicer may at any time agree to a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs; provided, however, that no modification of a Receivable in connection with a due date change pursuant to this clause (i) shall be considered an extension for purposes of Section 4.064.2(c) below and therefore shall not be subject to the restrictions on extensions, modifications or amendments specified in Section 4.2(c) below or (ii) re-amortize the Scheduled Payments on the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. (c) The Master Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if unless otherwise specified in the Servicer Series Supplement: (i) extends the date for final payment The aggregate period of all extensions on a Receivable shall not exceed six months; provided, however, that not more than three months can be in any consecutive twelve month period; (ii) In no event may a Receivable be extended by the Obligor of any Receivable Master Servicer beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date or (ii) reduces of the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07.Notes; (ciii) The Servicer may, but is average Monthly Extension Rate for any three consecutive calendar months shall not required to, make exceed 4%; and (iv) Not more than 5% of the Pool Balance may be subject to a modified interest rate at any advances time (exclusive of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCram Down Losses). (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Master Servicer and its Affiliates may engage shall deposit collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicescollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) Household Finance Corporation remains the Master Servicer may refinance and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency and the Insurer (for so long as it is the Controlling Party)), in each case only if such Person is a Rating Agency, and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes) and the Insurer (for so long as it is the Controlling Party) issued by a depository institution or insurance company having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such Receivable into other rating as shall be satisfactory to such Rating Agency and the Collection Account. The receivable created Insurer (for so long as it is the Controlling Party)), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such refinancing Person is a Rating Agency, the Master Servicer shall not be property required to make deposits of collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collected Funds (excluding any portion of such funds which the Issuer. The Master Servicer and may retain in accordance with Section 4.8 or pay directly to the Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Master Servicer shall give written notice to the Indenture Trustee and the Insurer if it is required to deposit funds in accordance with Section 4.2(d). (f) Records documenting collection efforts In the event that a Master Servicer Credit Facility is maintained, the Master Servicer shall within two Business Days of the date of processing of collections on or with respect to Receivables notify the Indenture Trustee and the Master Servicer Credit Facility Issuer in writing of the amounts that would otherwise be deposited in the Collection Account and the Master Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or with respect to the Receivables shall be maintained during credited and the period Master Servicer shall notify the Indenture Trustee, the Insurer and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on or with respect to the Receivables that are to be included in Collected Funds (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a Receivable is delinquent in accordance with part of Collected Funds (as determined for this purpose after giving effect to the Credit and Collection Policyexclusions described above) for the second following Distribution Date. Such records The Payment Record shall be maintained on at least a periodic basis that made available for inspection during normal business hours of the Master Servicer upon request of the Indenture Trustee, the Insurer (for so long as it is not less frequent than as set forth in the Controlling Party) or any Master Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation productsFor purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent in accordance with a replacement of the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.required under

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables.. 7 (2021-C Sale and Servicing Agreement) (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Alliance Agreements, the Alliance Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Servicer may at any time agree to Section 4.06a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the Obligor’s obligation under the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Servicer may elect, at any time and from time to time in accordance with its customary procedures, to defer a Scheduled Payment for one month; provided, however, that (i) the Obligor has paid all amounts due on the Receivable as of the date such deferral is granted, (ii) the Servicer believes in good faith that such deferral will maximize the amount to be received with respect to such Receivable and is otherwise in the best interests of the Trust and (iii) a deferral permitted by this sentence shall not extend the maturity date of such Receivable. (c) The Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date of the Notes, the Servicer will (or (iiwill cause HAFI or HACI to) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with by depositing the related documentation for such Receivables, shall be posted to Repurchase Amount into the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCollection Account. (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Servicer and its Affiliates may engage shall deposit Collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicesCollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) HSBC Finance Corporation remains the Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and for five Business Days following any reduction of any such rating or (ii) a Servicer Credit Facility is maintained in effect by the Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the basis of the maintenance of the Servicer Credit Facility will not adversely affect the then current rating of the Notes) issued by a Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Servicer shall not be required to make deposits of Collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collections (excluding any portion of such funds which the Servicer may refinance any Receivable and deposit retain in accordance with Section 4.8 or pay directly to the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Servicer shall give written notice to the Indenture Trustee and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Servicer is required to deposit funds in accordance with Section 4.2(d), the Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the Collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts Notwithstanding anything else in the Basic Documents to the contrary, with respect to any Collection Period and whether the Servicer is required to make deposits of Collections pursuant to Section 4.2(d) or Section 4.2(e), (i) the Servicer shall only be required to deposit Collections into the Collection Account up to an aggregate amount of Available Funds required to be distributed on or prior to the related Distribution Date pursuant to the terms of the Basic Documents and (ii) if at any time prior to such Distribution Date the amount of Collections deposited into the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer shall be permitted to direct the Administrator to withdraw the excess from the Collection Account and pay such amount pursuant to the Basic Documents. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee pursuant to Section 4.8 and shall not be required to deposit it in the Collection Account. (g) In the event that a Servicer Credit Facility is maintained during and HSBC Finance does not maintain the period commercial paper rating prescribed in Section 4.2(e)(i) above, the Servicer shall within two Business Days of the date of processing of Collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing of the amount of Collections that would otherwise be deposited in the Collection Account and the Servicer shall establish and maintain for the Trust a Receivable is delinquent Payment Record in accordance which the payments on or with respect to the Credit and Collection Policy. Such records Receivables shall be maintained credited and the Servicer shall notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on at least or with respect to the Receivables that are to be included in Collections (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a periodic basis that is not less frequent than part of Collections (as set forth in determined for this purpose after giving effect to the exclusions described above) for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the Servicer upon request of the Indenture Trustee, the Administrator or any Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable state law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than 30 days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is not less frequent being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than as set forth in the Credit and Collection Policymileage on the Financed Vehicle that is being replaced; provided, and describe however, that if the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency substitution is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.made pursuant to clause

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle Motor Vehicle receivables that it services for itself or othersand otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Issuer with respect thereto. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer order to (i) extends change the Obligor's regular due date for final payment by to a date within the Obligor of any Receivable beyond the last day of the Collection Monthly Period prior to the Class C Stated Maturity Date in which such due date occurs or (ii) reduces re-amortize the APR or unpaid principal balance with respect to any Scheduled Receivables Payments on the Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07following a partial prepayment of principal. (c) The Servicer maymay grant payment deferments on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made a Receivable (in addition to those modifications permitted by Section 3.2(b)) in accordance with its customary procedures if the related documentation Servicer believes in good faith that such deferment, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Issuer with respect to such Receivable, and is otherwise in the best interests of the Issuer; provided, however, that: (i) In no event may a Receivable be deferred for such Receivablesmore than two one-month periods during any calendar year; (ii) In no event may a Receivable be deferred more than five times; (iii) In no event may a Receivable be deferred beyond the Monthly Period immediately preceding the Final Scheduled Payment Date; and (iv) So long as an Insurer Default shall not have occurred and be continuing, the Servicer shall not amend or modify a Receivable (except as provided in Section 3.2(b) and this Section 3.2(c)) without the consent of the Security Insurer or a Note Majority (if an Insurer Default shall have occurred and be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivablescontinuing). (d) Subject to In the case of Obligors whose payments are administered by MSI, the Servicer shall obtain a written acknowledgment from MSI on or before the Closing Date that all payments on Receivables administered by MSI shall be deposited into a Local Collection Account. Notwithstanding any third-party processing arrangement, or any of the provisions of Section 4.02(b)this Agreement relating to any third-party processing arrangement, the Servicer shall remain obligated and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect liable to the Issuer, Trustee, the Security Insurer and Noteholders for servicing and administering the Receivables so long as and the Other Conveyed Property in accordance with the provisions of this Agreement without diminution of such practices, promotions obligation or sales are offered to obligors of comparable motor vehicle receivables serviced liability by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesvirtue thereof. (e) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contrary, the Servicer may refinance any Receivable and Local Collection Accounts for deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of , in either case, without deposit into any intervening account and as soon as practicable, but in no event later than the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleBusiness Day after receipt thereof. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Master Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer order to (i) extends change the Obligor's regular due date for final payment by the Obligor to a date within 30 days of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date when such due date occurs or (ii) reduces re-amortize the APR or unpaid principal balance with respect to scheduled payments on the Receivable following a partial prepayment of principal; PROVIDED, HOWEVER, that no such change shall extend the maturity date of any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07Receivable. (c) The Master Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, a Receivable (including payoffs made those modifications permitted by Section 4.2(b)) in accordance with its customary procedures if the related documentation for Master Servicer believes in good faith that such Receivablesextension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; PROVIDED, HOWEVER: (i) The aggregate period of all extensions on a Receivable shall not exceed six months; PROVIDED, HOWEVER, that not more than two months can be posted to in any consecutive twelve month period; (ii) In no event may a Receivable be extended by the Servicer’s Obligor records Master Servicer beyond the Collection Period immediately preceding the Final Scheduled Distribution Date of the Certificates; and (iii) As of any Determination Date the number of Receivables included in accordance with the principal, interest or other items Trust Estate the term of which have been extended during the preceding 12-month period shall not exceed 8% of the number of Receivables in accordance with the related documentation for such ReceivablesTrust Estate at the beginning of the preceding 12-month period. (d) Subject Except as otherwise provided below, the Master Servicer shall deposit collections on or with respect to Receivables into the Collection Account as promptly as possible after the date of processing of such collections, but in no event later than the second Business Day following the date of processing. For so long as (i) Household remains the Master Servicer and maintains a commercial paper rating of not less than [A-1] by Standard & Poor's and [P-1] by Moody's (or such other rating below [A-1] or [P-1], as the case may be, which is satisfactory to the provisions Rating Agency) and for five Business Days following any reduction of Section 4.02(bany such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer acceptable in form and substance to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Certificates), issued by a depository institution or insurance having a rating on its (A) short-term obligations of at least [P-1] by Moody's and [A-1] by Standard & Poor's and (B) long term obligations of at least [A2]by Moody's and [A] by Standard & Poor's or other ratings approved by the Rating Agency, the Master Servicer shall not be required to make deposits of collections on or with respect to Receivables as provided in the preceding sentence, but may make one or more deposits of such collections with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. In the event that a Master Servicer Credit Facility is maintained, the Master Servicer shall within two Business Days of the date of processing of collections on or with respect to Receivables notify the Trustee and its Affiliates may engage the Master Servicer Credit Facility Issuer in any marketing practice writing of the amounts that would otherwise be deposited in the Collection Account. The Master Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long shall be credited and the Master Servicer shall notify the Trustee and the Master Servicer Credit Facility Issuer in writing as such practices, promotions or sales are offered promptly as practicable (but in any event prior to obligors of comparable motor vehicle receivables serviced by the Servicer Determination Date for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing following Distribution Date) of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance amounts so credited on or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts Receivables that are to be included in Collected Funds for the related Distribution Date and of the amounts so credited which will constitute a part of Collected Funds for the second following Distribution Date. The Payment Record shall be maintained made available for inspection during normal business hours of the period a Receivable Master Servicer upon request of the Trustee, or any Master Servicer Credit Facility Issuer. The Master Servicer shall give written notice to the Trustee if it is delinquent required to deposit funds in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policyfirst sentence of this paragraph.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.. 24 (2015-C Sale and Servicing Agreement)

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C A-4 Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts GM Financial shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable state law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing GM Financial to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than 30 days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. GM Financial shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than percent ( %) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) GM Financial shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if GM Financial is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables.. 7 (2022-A Sale and Servicing Agreement) (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Purchase Agreements, the Unaffiliated Originator Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Master Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practicesorder to (i) change the Obligor's regular due date to a date within 30 days of when such due date occurs or (ii) re- amortize the scheduled payments on the Receivable following a partial prepayment of principal; provided, however, that if no such change shall extend the Servicer (i) extends the maturity date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07Receivable. (c) The Master Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, a Receivable (including payoffs made those modifications permitted by Section 4.2(b)) in accordance with its customary procedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that unless otherwise specified in any Series Supplement: (i) The aggregate period of all extensions on a Receivable shall not exceed six months; provided, however, that not more than two months can be in any consecutive twelve month period; (ii) In no event may a Receivable be extended by the Master Servicer beyond the Collection Period immediately preceding the Final Scheduled Distribution Date of the Notes with respect to the related documentation for Series; and (iii) As of any Determination Date the number of Receivables included in a Series Trust Estate the term of which have been extended during the preceding 12-month period shall not exceed 8% of the number of Receivables in such Receivables, shall be posted to Series Trust Estate at the Servicer’s Obligor records in accordance with beginning of the principal, interest or other items in accordance with the related documentation for such Receivablespreceding 12-month period. (d) Except as otherwise provided below, the Master Servicer shall deposit collections on or with respect to Receivables into the Master Collection Account as promptly as possible after the date of processing of such collections, but in no event later than the second Business Day following the date of processing. Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale express terms of any productsSeries Supplement, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding but notwithstanding anything else in this Agreement to the contrary, for so long as (i) Household remains the Master Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poor's and P-1 by Moody's (or such other rating below A-1 or P-1, as the case may refinance be, which is satisfactory to the Rating Agency) and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer acceptable in form and substance to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of such Receivable into the Collection Account. The receivable created maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes), issued by such refinancing a depository institution or insurance having a rating on its (A) short-term obligations of at least P-1 by Moody's and A-1 by Standard & Poor's and (B) long term obligations of at least A2 by Moody's and A by Standard & Poor's or other ratings approved by the Rating Agency, the Master Servicer shall not be property required to make deposits of collections on or with respect to Receivables as provided in the preceding sentence, but may make one or more deposits of such collections with respect to a Collection Period into the Master Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. In the event that a Master Servicer Credit Facility is maintained, the Master Servicer shall within two Business Days of the Issuer. The date of processing of collections on or with respect to Receivables notify the Trustee and the Master Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result Credit Facility Issuer in writing of the amounts that would otherwise be deposited in the cancellation of some Collection Account and the Master Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts Receivables shall be maintained credited and the Master Servicer shall notify the Trustee and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on or with respect to the Receivables that are to be included in Collected Funds for the related Distribution Date and of the amounts so credited which will constitute a part of Collected Funds for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the period a Receivable Master Servicer upon request of the Trustee, or any Master Servicer Credit Facility Issuer. The Master Servicer shall give written notice to the Trustee if it is delinquent required to deposit funds in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policyfirst sentence of this paragraph.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Master Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Master Servicer may at any time agree to a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs; provided, however, that no modification of a Receivable in connection with a due date change pursuant to this clause (i) shall be considered an extension for purposes of Section 4.064.2(c) below and therefore shall not be subject to the restrictions on extensions, modifications or amendments specified in Section 4.2(c) below or (ii) re-amortize the Scheduled Payments on the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. (c) The Master Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if unless otherwise specified in the Servicer Series Supplement: (i) extends the date for final payment The aggregate period of all extensions on a Receivable shall not exceed six months; provided, however, that not more than three months can be in any consecutive twelve month period; (ii) In no event may a Receivable be extended by the Obligor of any Receivable Master Servicer beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date or (ii) reduces of the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07.Notes; (ciii) The Servicer may, but is average Monthly Extension Rate for any three consecutive calendar months shall not required to, make exceed 4%; and (iv) Not more than 7% of the Pool Balance may be subject to a modified interest rate at any advances time (exclusive of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCram Down Losses). (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Master Servicer and its Affiliates may engage shall deposit collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicescollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) Household Finance Corporation remains the Master Servicer may refinance and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes) issued by a Master Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such Receivable into other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Collection Account. The receivable created by such refinancing Master Servicer shall not be property required to make deposits of collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collected Funds (excluding any portion of such funds which the Issuer. The Master Servicer and may retain in accordance with Section 4.8 or pay directly to the Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Master Servicer shall give written notice to the Indenture Trustee and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Master Servicer is required to deposit funds in accordance with Section 4.2(d), the Master Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Master Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Master Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts In the event that a Master Servicer Credit Facility is maintained, the Master Servicer shall within two Business Days of the date of processing of collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Master Servicer Credit Facility Issuer in writing of the amounts that would otherwise be deposited in the Collection Account and the Master Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or with respect to the Receivables shall be maintained during credited and the period Master Servicer shall notify the Indenture Trustee, the Administrator and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on or with respect to the Receivables that are to be included in Collected Funds (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a Receivable is delinquent in accordance with part of Collected Funds (as determined for this purpose after giving effect to the Credit and Collection Policyexclusions described above) for the second following Distribution Date. Such records The Payment Record shall be maintained on at least a periodic basis that is not less frequent than as set forth in made available for inspection during normal business hours of the Master Servicer upon request of the Indenture Trustee, the Administrator or any Master Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Alliance Agreements, the Alliance Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Servicer may at any time agree to Section 4.06a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the Obligor’s obligation under the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Servicer may elect, at any time and from time to time in accordance with its customary procedures, to defer a Scheduled Payment for one month; provided, however, that (i) the Obligor has paid all amounts due on the Receivable as of the date such deferral is granted, (ii) the Servicer believes in good faith that such deferral will maximize the amount to be received with respect to such Receivable and is otherwise in the best interests of the Trust and (iii) a deferral permitted by this sentence shall not extend the maturity date of such Receivable. (c) The Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date of the Notes, the Servicer will (or (iiwill cause HAFI as subservicer to) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with by depositing the related documentation for such Receivables, shall be posted to Repurchase Amount into the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCollection Account. (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Servicer and its Affiliates may engage shall deposit Collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicesCollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) HSBC Finance Corporation remains the Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and for five Business Days following any reduction of any such rating or (ii) a Servicer Credit Facility is maintained in effect by the Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the basis of the maintenance of the Servicer Credit Facility will not adversely affect the then current rating of the Notes) issued by a Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Servicer shall not be required to make deposits of Collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collections (excluding any portion of such funds which the Servicer may refinance any Receivable and deposit retain in accordance with Section 4.8 or pay directly to the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Servicer shall give written notice to the Indenture Trustee and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Servicer is required to deposit funds in accordance with Section 4.2(d), the Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the Collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts Notwithstanding anything else in the Basic Documents to the contrary, with respect to any Collection Period and whether the Servicer is required to make deposits of Collections pursuant to Section 4.2(d) or Section 4.2(e), (i) the Servicer shall only be required to deposit Collections into the Collection Account up to an aggregate amount of Available Funds required to be distributed on or prior to the related Distribution Date pursuant to the terms of the Basic Documents and (ii) if at any time prior to such Distribution Date the amount of Collections deposited into the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer shall be permitted to direct the Administrator to withdraw the excess from the Collection Account and pay such amount pursuant to the Basic Documents. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee pursuant to Section 4.8 and shall not be required to deposit it in the Collection Account. (g) In the event that a Servicer Credit Facility is maintained during and HSBC Finance does not maintain the period commercial paper rating prescribed in Section 4.2(e)(i) above, the Servicer shall within two Business Days of the date of processing of Collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing of the amount of Collections that would otherwise be deposited in the Collection Account and the Servicer shall establish and maintain for the Trust a Receivable is delinquent Payment Record in accordance which the payments on or with respect to the Credit and Collection Policy. Such records Receivables shall be maintained credited and the Servicer shall notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on at least or with respect to the Receivables that are to be included in Collections (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a periodic basis that is not less frequent than part of Collections (as set forth in determined for this purpose after giving effect to the exclusions described above) for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the Servicer upon request of the Indenture Trustee, the Administrator or any Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Master Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practicesorder to (i) change the Obligor's regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the scheduled payments on the Receivable following a partial prepayment of principal; provided, however, that if no such change shall extend the Servicer (i) extends the maturity date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07Receivable. (c) The Master Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, a Receivable (including payoffs made those modifications permitted by Section 4.2(b)) in accordance with its customary procedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that unless otherwise specified in any Series Supplement: (i) The aggregate period of all extensions on a Receivable shall not exceed six months; provided, however, that not more than two months can be in any consecutive twelve month period; (ii) In no event may a Receivable be extended by the Master Servicer beyond the Collection Period immediately preceding the Final Scheduled Distribution Date of the Notes with respect to the related documentation for Series; and (iii) As of any Determination Date the number of Receivables included in a Series Trust Estate the term of which have been extended during the preceding 12-month period shall not exceed 8% of the number of Receivables in such Receivables, shall be posted to Series Trust Estate at the Servicer’s Obligor records in accordance with beginning of the principal, interest or other items in accordance with the related documentation for such Receivablespreceding 12-month period. (d) Except as otherwise provided below, the Master Servicer shall deposit collections on or with respect to Receivables into the Master Collection Account as promptly as possible after the date of processing of such collections, but in no event later than the second Business Day following the date of processing. Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale express terms of any productsSeries Supplement, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding but notwithstanding anything else in this Agreement to the contrary, for so long as (i) Household remains the Master Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poor's and P-1 by Moody's (or such other rating below A-1 or P-1, as the case may refinance be, which is satisfactory to the Rating Agency) and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer acceptable in form and substance to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes), issued by a depository institution or insurance having a rating on its (A) short-term obligations of at least P-1 by Moody's and A-1 by Standard & Poor's and (B) long term obligations of at least A2 by Moody's and A by Standard & Poor's or other ratings approved by the Rating Agency, the Master Servicer shall not be required to make deposits of collections on or with respect to Receivables as provided in the preceding sentence, but may make one or more deposits of such Receivable collections with respect to a Collection Period into the Master Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. In the event that a Master Servicer Credit Facility is maintained, the Master Servicer shall within two Business Days of the date of processing of collections on or with respect to Receivables notify the Indenture Trustee and the Master Servicer Credit Facility Issuer in writing of the amounts that would otherwise be deposited in the Collection Account. The receivable created by such refinancing Master Servicer shall not be property of establish and maintain for the Issuer. The Servicer and its Affiliates may also sell insurance Trust a Payment Record in which the payments on or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts Receivables shall be maintained credited and the Master Servicer shall notify the Indenture Trustee and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on or with respect to the Receivables that are to be included in Collected Funds for the related Distribution Date and of the amounts so credited which will constitute a part of Collected Funds for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the period a Receivable Master Servicer upon request of the Indenture Trustee, or any Master Servicer Credit Facility Issuer. The Master Servicer shall give written notice to the Indenture Trustee if it is delinquent required to deposit funds in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policyfirst sentence of this paragraph.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that [any such action by the Servicer is a Permitted Modification and] if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase [will]/[may] repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. [Should the Servicer grant an extension, rebate, deferral, amendment, modification or adjustment with respect to any Receivable in accordance with its Servicing Policies and Procedures, but such action is not a Permitted Modification, such action shall not be a breach of this Agreement so long as the Servicer shall repurchase such Receivable in the manner provided in Section 4.7 and in such a manner as to allow the Trust to maintain its status as a fixed investment trust described in Treasury Regulation Section 301.7701-4(c) that is treated as a grantor trust under subtitle A, chapter 1, subchapter J, part I, subpart E of the Code.] (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation productsFor purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. [AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than % of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.]

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Master Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Master Servicer may at any time agree to Section 4.06a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the Obligor’s obligation under the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Master Servicer may elect, at any time and from time to time in accordance with its customary procedures, to defer a Scheduled Payment for one month; provided, however, that (i) the Obligor has paid all amounts due on the Receivable as of the date such deferral is granted, (ii) the Master Servicer believes in good faith that such deferral will maximize the amount to be received with respect to such Receivable and is otherwise in the best interests of the Trust and (iii) a deferral permitted by this sentence shall not extend the maturity date of such Receivable. (c) The Master Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Master Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date of the Notes, the Master Servicer will (or (iiwill cause HAFI as subservicer to) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with by depositing the related documentation for such Receivables, shall be posted to Repurchase Amount into the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCollection Account. (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Master Servicer and its Affiliates may engage shall deposit Collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicesCollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) HSBC Finance Corporation remains the Master Servicer may refinance and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes) issued by a Master Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such Receivable into other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Collection Account. The receivable created by such refinancing Master Servicer shall not be property required to make deposits of Collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collections (excluding any portion of such funds which the Issuer. The Master Servicer and may retain in accordance with Section 4.8 or pay directly to the Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Master Servicer shall give written notice to the Indenture Trustee and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Master Servicer is required to deposit funds in accordance with Section 4.2(d), the Master Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Master Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Master Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the Collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts Notwithstanding anything else in the Basic Documents to the contrary, with respect to any Collection Period and whether the Master Servicer is required to make deposits of Collections pursuant to Section 4.2(d) or Section 4.2(e), (i) the Master Servicer shall only be required to deposit Collections into the Collection Account up to an aggregate amount of Available Funds required to be distributed on or prior to the related Distribution Date pursuant to the terms of the Basic Documents and (ii) if at any time prior to such Distribution Date the amount of Collections deposited into the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Master Servicer shall be maintained during permitted to direct the period Administrator to withdraw the excess from the Collection Account and pay such amount pursuant to the Basic Documents. Subject to the immediately preceding sentence, the Master Servicer may retain its Servicing Fee pursuant to Section 4.8 and shall not be required to deposit it in the Collection Account. (g) In the event that a Receivable Master Servicer Credit Facility is delinquent maintained, the Master Servicer shall within two Business Days of the date of processing of Collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Master Servicer Credit Facility Issuer in accordance writing of the amount of Collections that would otherwise be deposited in the Collection Account and the Master Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or with respect to the Credit and Collection Policy. Such records Receivables shall be maintained credited and the Master Servicer shall notify the Indenture Trustee, the Administrator and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on at least or with respect to the Receivables that are to be included in Collections (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a periodic basis that is not less frequent than part of Collections (as set forth in determined for this purpose after giving effect to the exclusions described above) for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the Master Servicer upon request of the Indenture Trustee, the Administrator or any Master Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second (2nd) Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation products(For purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account.) (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable state law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than 30 days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than percent ( %) of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle Motor Vehicle receivables that it services for itself or othersand otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Issuer with respect thereto. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer order to (i) extends change the Obligor's regular due date for final payment by to a date within the Obligor of any Receivable beyond the last day of the Collection Monthly Period prior to the Class C Stated Maturity Date in which such due date occurs or (ii) reduces re-amortize the APR or unpaid principal balance with respect to any Scheduled Receivables Payments on the Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07following a partial prepayment of principal. (c) The Servicer maymay grant payment deferments on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made a Receivable (in addition to those modifications permitted by Section 3.2(b)) in accordance with its customary procedures if the related documentation Servicer believes in good faith that such deferment, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Issuer with respect to such Receivable, and is otherwise in the best interests of the Issuer; provided, however, that: (i) In no event may a Receivable be deferred for such Receivablesmore than one month during any six consecutive month period; (ii) In no event may a Receivable be deferred more than five times; (iii) In no event may a Receivable be deferred beyond the Monthly Period immediately preceding the Final Scheduled Payment Date; and (iv) So long as an Insurer Default shall not have occurred and be continuing, the Servicer shall not amend or modify a Receivable (except as provided in Section 3.2(b) and this Section 3.2(c)) without the consent of the Security Insurer or a Note Majority (if an Insurer Default shall have occurred and be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivablescontinuing). (d) Subject to In the case of Obligors whose payments are administered by MSI, the Servicer shall obtain a written acknowledgment from MSI on or before the Closing Date that all payments on Receivables administered by MSI shall be deposited into a Local Collection Account. Notwithstanding any third-party processing arrangement, or any of the provisions of Section 4.02(b)this Agreement relating to any third-party processing arrangement, the Servicer shall remain obligated and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect liable to the Issuer, Trustee, the Security Insurer and Noteholders for servicing and administering the Receivables so long as and the Other Conveyed Property in accordance with the provisions of this Agreement without diminution of such practices, promotions obligation or sales are offered to obligors of comparable motor vehicle receivables serviced liability by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesvirtue thereof. (e) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contrary, the Servicer may refinance any Receivable and Local Collection Accounts for deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of , in either case, without deposit into any intervening account and as soon as practicable, but in no event later than the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleBusiness Day after receipt thereof. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Master Servicer may, if it determines in its reasonable judgement that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the proceeds of such sale shall be included in Net Liquidation Proceeds. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. . The Master Servicer may at any time agree to a modification or amendment of a Receivable in order to (bi) Subject change the Obligors regular due date to a date within 30 days of when such due date occurs; provided, however, that no modification of a Receivable in connection with a due date change pursuant to this clause (i) shall be considered an extension for purposes of Section 4.064.2(c) below and therefore shall not be subject to the restrictions on extensions, modifications or amendments specified in Section 4.2(c) below or (ii) re-amortize the Scheduled Payments on the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Master Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Servicer (i) extends the date for final payment unless otherwise specified in any Series Supplement: The aggregate period of all extensions on a Receivable shall not exceed six months; provided, however, that not more than three months can be in any consecutive twelve month period; In no event may a Receivable be extended by the Obligor of any Receivable Master Servicer beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date or (ii) reduces of the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors Notes with respect to the related Series; and The average Monthly Extension Rate for any three consecutive calendar months shall not exceed 4%. Except as otherwise provided below, the Master Servicer shall deposit collections on or with respect to Receivables so long into the Master Collection Account or the related Series Trust Account, as applicable, as promptly as possible after the date of processing of such practicescollections, promotions or sales are offered but in no event later than the second Business Day following the date of processing. Subject to obligors the express terms of comparable motor vehicle receivables serviced by the Servicer for itself and othersany Series Supplement, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding but notwithstanding anything else in this Agreement to the contrary, for so long as (i) Household remains the Master Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poors and P-1 by Moodys (or such other rating below A-1 or P-1, as the case may refinance be, which is satisfactory to the Rating Agency) and for five Business Days following any Receivable reduction of any such rating or (ii) a Master Servicer Credit Facility is maintained in effect by the Master Servicer acceptable in form and substance to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the full Principal Balance basis of the maintenance of the Master Servicer Credit Facility will not adversely affect the then current rating of the Notes), issued by a depository institution or insurance having a rating on its (A) short-term obligations of at least P-1 by Moodys and A-1 by Standard & Poors and (B) long term obligations of at least A2 by Moodys and A by Standard & Poors or other ratings approved by the Rating Agency, the Master Servicer shall not be required to make deposits of collections on or with respect to Receivables as provided in the preceding sentence, but may make one or more deposits of such Receivable collections with respect to a Collection Period into the Master Collection Account or the related Series Trust Account, as applicable, in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. In the event that a Master Servicer Credit Facility is maintained, the Master Servicer shall within two Business Days of the date of processing of collections on or with respect to Receivables notify the Indenture Trustee and the Master Servicer Credit Facility Issuer in writing of the amounts that would otherwise be deposited in the Collection Account. The receivable created by such refinancing Master Servicer shall not be property of establish and maintain for the Issuer. The Servicer and its Affiliates may also sell insurance Trust a Payment Record in which the payments on or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts Receivables shall be maintained credited and the Master Servicer shall notify the Indenture Trustee and the Master Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on or with respect to the Receivables that are to be included in Collected Funds for the related Distribution Date and of the amounts so credited which will constitute a part of Collected Funds for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the period a Receivable Master Servicer upon request of the Indenture Trustee, or any Master Servicer Credit Facility Issuer. The Master Servicer shall give written notice to the Indenture Trustee if it is delinquent required to deposit funds in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policyfirst sentence of this paragraph.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto, including directing the Issuer to sell the Receivables pursuant to Section 4.3(c). The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a with respect to any Receivable in accordance with its customary servicing practicesServicing Policies and Procedures; provided, however, that [any such action by the Servicer is a Permitted Modification and] if the Servicer (i) extends the date for final payment by the Obligor of any a Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Date latest Final Scheduled Distribution Date, or (ii) reduces the Amount Financed or APR or unpaid principal balance with respect to any Receivable other than as required by applicable lawReceivable, it will promptly purchase [will]/[may] repurchase such Receivable in the manner provided in Section 4.073.2 if such change in the Receivable would materially and adversely affect the interests of the Noteholders, unless the Servicer is required to take such action by law (including, without limitation, by the Servicemembers Civil Relief Act) or court order. [Should the Servicer grant an extension, rebate, deferral, amendment, modification or adjustment with respect to any Receivable in accordance with its Servicing Policies and Procedures, but such action is not a Permitted Modification, such action shall not be a breach of this Agreement so long as the Servicer shall repurchase such Receivable in the manner provided in Section 4.7 and in such a manner as to allow the Trust to maintain its status as a fixed investment trust described in Treasury Regulation Section 301.7701-4(c) that is treated as a grantor trust under subtitle A, chapter 1, subchapter J, part I, subpart E of the Code.] (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions proviso of the first sentence in Section 4.02(b4.2(b), the Servicer and or its Affiliates may engage in any marketing practice or promotion or of any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (ed) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contraryCollection Account as soon as practicable, but in no event later than the second Business Day after receipt thereof; provided, however, that if the Monthly Remittance Condition is satisfied, then the Servicer may refinance any Receivable and shall not be required to deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created Account all payments by such refinancing shall not be property or on behalf of the IssuerObligors received directly by the Servicer until noon, New York City time, on the Business Day prior to the Distribution Date immediately following receipt thereof. The Servicer and its Affiliates may also sell insurance or debt cancellation productsFor purposes of the preceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (e) [Reserved]. (f) Records documenting collection efforts AmeriCredit shall be maintained during not cause or permit the period substitution of the Financed Vehicle relating to a Receivable unless: (i) the substitution is delinquent a replacement of the Financed Vehicle originally financed under the related Receivable; (ii) the Financed Vehicle originally financed under the related Receivable was either (x) insured under an Insurance Policy as required under Section 4.4(a) at the time of a casualty loss that is treated as a total loss under such Insurance Policy, (y) deemed to be a “lemon” pursuant to applicable State law and repurchased by the related Dealer or (z) the subject of an order by a court of competent jurisdiction directing AmeriCredit to substitute another vehicle under the related Receivable; (iii) the related Receivable is not more than thirty (30) days delinquent; (iv) the Obligor is deemed to be in accordance with “good standing” by the Credit Servicer and Collection Policy. Such records shall be maintained on is not in breach of any requirement under the related Receivable; (v) the replacement Financed Vehicle has a book value (N.A.D.A.) at least a periodic basis equal to the book value (N.A.D.A.) of the Financed Vehicle that is being replaced, measured immediately before the casualty loss or replacement by the Dealer and (vi) as of the date of such substitution, the replacement Financed Vehicle’s mileage is no greater than the mileage on the Financed Vehicle that is being replaced; provided, however, that if the substitution is made pursuant to clause (ii)(z), above, clauses (iii) through (vi) inclusive, shall not be applicable. [AmeriCredit shall not cause or permit the substitution of Financed Vehicles relating to Receivables having an original aggregate Principal Balance greater than __% of the Original Pool Balance, (the “Substitution Limit”). In the event that the Substitution Limit is exceeded for any reason, (i) AmeriCredit shall, on or before the next following Accounting Date, repurchase a sufficient number of such Receivables to cause the aggregate original Principal Balances of such Receivables to be less frequent than as set forth the Substitution Limit or (ii) if AmeriCredit is not the Servicer and the Servicer has caused substitutions to be made hereunder pursuant to the circumstances described in clause (ii)(x), above, the Credit and Collection PolicyServicer shall, and describe on or before the entity’s activities in monitoring delinquent pool assets includingnext following Accounting Date, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with repurchase a sufficient number of such Receivables to cause the Credit and Collection Policyaggregate original Principal Balances of such Receivables to be less than the Substitution Limit.]

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Auto Loan Purchase and Sale Agreements, the Third-Party Lender Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in order to (i) not more than once per year, change the Obligor’s regular monthly due date to a date that shall in no event be later than 30 days after the original monthly due date of that Receivable or (ii) re-amortize the Scheduled Receivable Payments on the Receivable following a partial prepayment of principal, in accordance with its customary servicing practices; provided, however, that procedures if the Servicer (i) extends believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the date for final payment amount to be received by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance Trust with respect to any Receivable other than as required by applicable lawsuch Receivable, it will promptly purchase such Receivable and is otherwise in the manner provided in Section 4.07best interests of the Trust. (c) The Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made a receivable (in addition to those modifications permitted by Section 4.2(b)) in accordance with its customary procedures if the related documentation for Servicer believes in good faith that such Receivablesextension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Trust with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that: (i) In no event may a Receivable be extended more than twice during any twelve month period or more than eight monthly payments during the full term of such Receivable; and (ii) the Servicer shall be posted to the Servicer’s Obligor records not amend or modify a Receivable (except as provided in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesSection 4.2(b) and clause (i) of this Section 4.2(c)) if a Borrowing Base Default would result therefrom. (d) Subject The Servicer shall use its best efforts to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice notify or promotion or any sale of any products, goods or services direct Obligors to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of make all payments on the Receivables, prepayments whether by check or faster or slower timing by direct debit of the Obligor’s bank account, to be made directly to one or more Lockbox Banks. The Servicer shall use its best efforts to notify or direct any Lockbox Bank to deposit all payments on the Receivables in the Lockbox Account no later than the Business Day after receipt. The Servicer shall cause all amounts credited to the Lockbox Account on account of such payments to be transferred to the Collection Account no later than the second Business Day after receipt of such payments. The Lockbox Account shall be a demand deposit account held by the Lockbox Bank, or at the request of any Agent, an Eligible Deposit Account. No later than one month after the related Transfer Date, the Servicer shall have notified each Obligor that makes its payments on the Receivables by check to make such payments thereafter directly to the Lockbox Bank (except in the case of Obligors that have already been making such payments to the Lockbox Bank), and shall have provided each such Obligor with remittance invoices in order to enable such Obligors to make such payments directly to the Lockbox Bank for deposit into the Lockbox Account, and the Servicer will continue, not less often than every three months, to so notify those Obligors who have failed to make payments to the Lockbox Bank. The Servicer will direct payments on receivables other than the Receivables to the appropriate lockbox account. If and to the extent requested by the Administrative Agent or any Agent, the Servicer shall request each Obligor that makes payment on the Receivables by direct debit of such Obligor’s bank account, to execute a new authorization for automatic payment which in the judgment of the ReceivablesAdministrative Agent or any Agent is sufficient to authorize direct debit by the Lockbox Bank on behalf of the Trust. If at any time, the Lockbox Bank is unable to directly debit an Obligor’s bank account that makes payment on the Receivables by direct debit and if such inability is not cured within 15 days or cannot be cured by execution by the Obligor of a new authorization for automatic payment, the Servicer shall notify such Obligor that it cannot make payment by direct debit and must thereafter make payment by check. The Servicer shall remain obligated and liable to the Trust, the Trust Collateral Agent and Noteholders for servicing and administering the Receivables and the Other Conveyed Property in accordance with the provisions of this Agreement without diminution of such obligation or liability by virtue thereof. In the event of a termination of the Servicer, the successor Servicer shall open and maintain a new lockbox account as provided in Section 8.2. In the event that the Class A Majority, the Class B Majority and the Class C Majority, acting together, elect to change the identity of the Lockbox Bank, the outgoing Servicer, at its expense, shall cause the Lockbox Bank to deliver, at the direction of the Class A Majority, the Class B Majority and the Class C Majority, acting together, to the Trust Collateral Agent or a successor Lockbox Bank, all documents and records relating to the Receivables and all amounts held (or thereafter received) by the Lockbox Bank (together with an accounting of such amounts) and shall otherwise use its best efforts to effect the orderly and efficient transfer of the lockbox arrangements and the Servicer shall notify the Obligors to make payments to the Lockbox Account established by the successor. (e) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contrary, the Servicer may refinance any Receivable and Lockbox Bank for deposit the full Principal Balance of such Receivable into the Collection Account, in either case, and as soon as practicable, but in no event later than the Business Day after receipt thereof. The receivable created by such refinancing shall not be property (For purposes of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation productspreceding sentence, including products which result “receipt” of a payment shall mean the initial deposit thereof in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed VehicleServicer’s bank account. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.)

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Servicer may at any time agree to Section 4.06a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the Obligor’s obligation under the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Servicer may elect, at any time and from time to time in accordance with its customary procedures, to defer a Scheduled Payment for one month; provided, however, that (i) the Obligor has paid all amounts due on the Receivable as of the date such deferral is granted, (ii) the Servicer believes in good faith that such deferral will maximize the amount to be received with respect to such Receivable and is otherwise in the best interests of the Trust and (iii) a deferral permitted by this sentence shall not extend the maturity date of such Receivable. (c) The Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date of the Notes, the Servicer will (or (iiwill cause HAFI as subservicer to) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with by depositing the related documentation for such Receivables, shall be posted to Repurchase Amount into the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCollection Account. (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Servicer and its Affiliates may engage shall deposit Collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicesCollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) HSBC Finance Corporation remains the Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency) [and the Insurer (for so long as it is the Controlling Party)], in each case only if such Person is a Rating Agency, and for five Business Days following any reduction of any such rating or (ii) a Servicer Credit Facility is maintained in effect by the Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the basis of the maintenance of the Servicer Credit Facility will not adversely affect the then current rating of the Notes) [and the Insurer (for so long as it is the Controlling Party) issued by a depository institution or insurance company] issued by a Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Servicer shall not be required to make deposits of Collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collections (excluding any portion of such funds which the Servicer may refinance any Receivable and deposit retain in accordance with Section 4.8 or pay directly to the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Servicer shall give written notice to the Indenture Trustee[, the Insurer] and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Servicer is required to deposit funds in accordance with Section 4.2(d), the Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the Collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts Notwithstanding anything else in the Basic Documents to the contrary, with respect to any Collection Period and whether the Servicer is required to make deposits of Collections pursuant to Section 4.2(d) or Section 4.2(e), (i) the Servicer shall only be required to deposit Collections into the Collection Account up to an aggregate amount of Available Funds required to be distributed on or prior to the related Distribution Date pursuant to the terms of the Basic Documents and (ii) if at any time prior to such Distribution Date the amount of Collections deposited into the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer shall be maintained during permitted to direct the period Administrator to withdraw the excess from the Collection Account and pay such amount pursuant to the Basic Documents. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee pursuant to Section 4.8 and shall not be required to deposit it in the Collection Account. (g) In the event that a Receivable Servicer Credit Facility is delinquent maintained, the Servicer shall within two Business Days of the date of processing of Collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in accordance writing of the amount of Collections that would otherwise be deposited in the Collection Account and the Servicer shall establish and maintain for the Trust a Payment Record in which the payments on or with respect to the Credit and Collection Policy. Such records Receivables shall be maintained credited and the Servicer shall notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on at least or with respect to the Receivables that are to be included in Collections (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a periodic basis that part of Collections (as determined for this purpose after giving effect to the exclusions described above) for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the Servicer upon request of the Indenture Trustee, [the Insurer (for so long as it is not less frequent than as set forth in the Controlling Party),] the Administrator or any Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Master Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle automobile receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Master Servicer, maximize the amount to be received by the Trust with respect thereto. The Master Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Master Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer order to (i) extends change the Obligor's regular due date for final payment by the Obligor to a date within 30 days of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date when such due date occurs or (ii) reduces re-amortize the APR or unpaid principal balance with respect to scheduled payments on the Receivable following a partial prepayment of principal; PROVIDED, HOWEVER, that no such change shall extend the maturity date of any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07Receivable. (c) The Master Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemploymentincluding those modifications permitted by Section 4.2(b)) in accordance with its customary procedures if the Credit Master Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and Collection Policy.is otherwise in the best interests of the Trust; PROVIDED, HOWEVER, that unless otherwise specified in any Series Supplement:

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent The Servicer (including any successor to the Servicer) shall manage, service, administer and make collections on the Receivables, and perform the other obligations of the Servicer under this Agreement and the other Transaction Documents, in accordance with the standardsrespective terms hereof and thereof, and agrees that it shall carry out its duties and obligations hereunder and under the Transaction Documents in accordance with the following standards of care (the "Required Standard of Care"): (i) in the event that the Servicer is TFC, the Servicer's written credit and collection policies and procedures required as in effect on the date hereof, and as may be amended from time to time in accordance with the Basic Documents; (ii) in the event that the successor to the Servicer is the Successor Servicer, customary and usual procedures for financial institutions which act as third-party servicer for comparable motor vehicle retail installment sales contracts, and (iii) in the event that the successor to the Servicer is not the Successor Servicer, the higher of the customary and usual procedures of financial institutions which service comparable motor vehicle retail installment sales contracts and such servicer's standard and customary procedures for the servicing of comparable motor vehicle retail installment sales contracts. In addition, the Servicer will cooperate with any successor to the Servicer upon any assumption by such successor to the Servicer (including, without limitation, the Successor Servicer) of the servicing of Receivables under this Agreement, in order to enable such successor to the Servicer shall make reasonable efforts to collect all payments called for under carry out the terms duties and provisions obligations of the Receivables as and when the same shall become dueServicer hereunder, and shall follow will take all such collection procedures other actions as it follows with respect may be reasonably requested by such successor to all comparable motor vehicle receivables that it services for itself the Servicer from time to time as may be necessary or othersreasonably desirable to effect such transfer of servicing duties and obligations. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensionsat any time agree to (i) a modification or amendment of a Receivable in order to change the Obligor's regular due date to a date within 30 days in which such due date occurs, rebates, deferrals, amendments, modifications (ii) a modification or adjustments amendment of a Receivable in order to re-amortize the Scheduled Receivable Payments on the Receivable following a partial prepayment of principal; or (iii) change the delinquency classification of any Receivable in accordance with its customary servicing practicesthe Allowable Delinquency Policy; provided, however, that if no such change shall extend the due date of any payment on a Receivable for more than two calendar months in any 12 month period; and, provided, further, that the Servicer shall not grant with respect to any Receivable, extensions and/or deferrals (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior pursuant to the Class C Stated Maturity Date Charge-Off Policy) which total more than four calendar months in the aggregate for such Receivable. Notwithstanding anything in the foregoing to the contrary, the Servicer shall not agree to any extension, amendment or (ii) reduces the APR or unpaid principal balance deferral with respect to any Receivable in respect of which payments are scheduled to be made on other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07a monthly basis. (c) The Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made a Receivable in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as terms set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicySection 4.2(b).

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreementits Customary Servicing Practices, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant payment extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable the Receivables in accordance with its customary servicing practicesCustomary Servicing Practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity B Final Scheduled Distribution Date or (ii) reduces agrees with the APR Obligor to reduce the Contract Rate or unpaid principal balance the Principal Balance with respect to any Receivable other than as required by applicable lawlaw or in connection with final settlement of a deficiency balance, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable by accepting a new promissory note from the related Obligor and deposit applying the full Principal Balance proceeds of such Receivable into refinancing to pay all obligations in full of such Obligor under the Collection AccountReceivable. The receivable Receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or others. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to the Class C Stated Maturity Date or (ii) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with the related documentation for such Receivables, shall be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b), the Servicer and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivables. (e) Notwithstanding anything in this Agreement to the contrary, the Servicer may refinance any Receivable and deposit the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.. 22 (2013-A Sale and Servicing Agreement)

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersand otherwise act with respect to the Receivables in such a manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications or adjustments on a Receivable payment extensions only to the extent permissible in accordance with its customary servicing practicesCollection and Servicing Guidelines as in effect from time to time; provided, however, that if no such extension shall extend the Servicer (i) extends the date for final payment by the Obligor of date on any Receivable beyond the last day of the Collection Period ending six months prior to the Class C Stated Maturity Date or Certificate Final Scheduled Distribution Date. (iic) reduces Upon any extension not in accordance with this Section, the APR or unpaid principal balance with respect Servicer shall be required to any Receivable other than as required by applicable law, it will promptly purchase such the related Receivable in the manner provided in accordance with Section 4.07. (cd) The Servicer mayWith respect to each Owners Choice Receivable, but is not required tothe Servicer, make any advances in accordance with its customary servicing standards, policies, practices and procedures, shall contact the Obligor on or before the due date of funds or guarantees regarding collectionsthe Balloon Payment specified in the related Contract. If, cash flows or distributions. Payments at such time, the Obligor under the Owners Choice Receivable has notified BMW FS on behalf of the ReceivablesTrust that it elects to sell the Financed Vehicle to BMW FS, including payoffs made on behalf of the Trust, in accordance with the related documentation for such Receivables, shall be posted to terms of the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivables. (d) Subject to the provisions of Section 4.02(b)Receivable, the Servicer shall, upon delivery of the Financed Vehicle by the Obligor to BMW FS on behalf of the Trust, inspect or cause to be inspected the Financed Vehicle for excess wear and its Affiliates may engage in any marketing practice or promotion or any sale tear and excess mileage, and to determine the necessity of any productsrepairs. Pursuant to its normal servicing programs, goods or services the Servicer may offer to Obligors with respect any Obligor the right to sell the Financed Vehicle prior to the Receivables so long as such practices, promotions or sales are offered to obligors of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing maturity date of the payment of the Receivablesrelated Receivable. (e) Notwithstanding anything In connection with an Obligor's transfer of a Financed Vehicle to BMW FS on behalf of the Trust in this Agreement satisfaction of its obligation to pay the Balloon Payment under an Owners Choice Receivable, pursuant to the contraryterms of the Contract related to such Balloon Payment, the Servicer may refinance any Receivable shall require the Obligor to pay a disposition fee (which the Servicer will retain as servicing compensation), whereupon the Servicer shall take possession of the related Financed Vehicle and deposit shall prepare such Financed Vehicle for sale at auction or otherwise in accordance with the full Principal Balance Servicer's customary servicing standards, policies, practices and procedures. (f) Proceeds received by the Servicer from the payment by an Obligor of such Receivable a Financed Vehicle of amounts attributable to Balloon Payments and other amounts (including Excess Wear and Tear and Excess Mileage) owed by the Obligor or from the sale of a Financed Vehicle at auction or otherwise constitute proceeds of Balloon Payments and collections on the Receivables, and shall be deposited into the Collection Account. The receivable created by such refinancing shall not be property Following the sale of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle, the Servicer, on behalf of the Trust, shall deliver the related certificate of title to the purchaser of such Financed Vehicle. Following the Servicer's receipt of proceeds from the sale of such Financed Vehicle and amounts to be paid by the Obligor, the Servicer shall record on its books and records the termination of the Trust's ownership and security interest in the related Owners Choice Receivable (and shall deliver copies thereof to the Indenture Trustee and the Owner Trustee upon written request within ten days of receipt of such request). (fg) Records documenting collection efforts If the Obligor under any Owners Choice Receivable has notified the Dealer that it desires to refinance the amount that it owes on termination of the Receivable, BMW FS will, in accordance with its customary servicing standards, policies, practices and procedures, make a decision to grant or deny credit, except for Contracts for which the Obligors have the right to refinance without such an assessment, in which case BMW FS shall be maintained during honor the period a Receivable Obligor's right to refinance. If credit is delinquent denied, the Servicer shall require the Obligor to satisfy its obligation to pay the remaining amounts owed in accordance with the Credit terms of the Owners Choice Receivable. If credit is granted, BMW FS shall deposit an amount equal to the total amount owed by the Obligor on the Receivable to the Collection Account. Upon deposit of such amount into the Collection Account, the Trust's ownership and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth security interest in the Credit and Collection Policyrelated Financed Vehicle shall terminate, and describe the entity’s activities Trust will assign all interest in, to and under the Receivable and the related Financed Vehicle to BMW FS. The Servicer shall record such termination on its books and records (and shall deliver copies thereof to the Indenture Trustee and the Owner Trustee upon written request within ten Business Days of receipt of such request). (h) Notwithstanding anything herein or in monitoring delinquent pool assets includingany contract to the contrary, in the event that the Obligor elects to sell a Financed Vehicle to BMW FS pursuant to an Owners Choice Receivable, the Servicer shall have no responsibility to the Trust for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with any excess of the Credit and Collection PolicyBalloon Payment over the proceeds of sale of the Financed Vehicle by the Servicer minus the disposition fee.

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle Motor Vehicle receivables that it services for itself or othersand otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Issuer with respect thereto. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject to Section 4.06, the The Servicer may grant extensions, rebates, deferrals, amendments, modifications at any time agree to a modification or adjustments on amendment of a Receivable in accordance with its customary servicing practices; provided, however, that if the Servicer order to (i) extends change the Obligor's regular due date for final payment by to a date within the Obligor of any Receivable beyond the last day of the Collection Monthly Period prior to the Class C Stated Maturity Date in which such due date occurs or (ii) reduces re-amortize the APR or unpaid principal balance with respect to any Scheduled Receivables Payments on the Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07following a partial prepayment of principal. (c) The Servicer maymay grant payment extensions on, but is not required or other modifications or amendments to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made a Receivable (in addition to those modifications permitted by Section 3.2(b)) in accordance with its customary procedures if the related documentation Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received by the Issuer with respect to such Receivable, and is otherwise in the best interests of the Issuer; provided, however, that: (i) In no event may a Receivable be extended for such Receivablesmore than three one-month periods during any calendar year; (ii) In no event may a Receivable be extended more than six times; (iii) In no event may a Receivable be extended beyond the Monthly Period immediately preceding the Final Scheduled Payment Date; and (iv) So long as an Insurer Default shall not have occurred and be continuing, the Servicer shall not amend or modify a Receivable (except as provided in Section 3.2(b) and this Section 3.2(c)) without the consent of the Security Insurer or a Note Majority (if an Insurer Default shall have occurred and be posted to the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such Receivablescontinuing). (d) Subject to In the case of Obligors whose payments are administered by MSI, the Servicer shall obtain a written acknowledgment from MSI on or before the Closing Date that all payments on Receivables administered by MSI shall be deposited into a Local Collection Account. Notwithstanding any third-party processing arrangement, or any of the provisions of Section 4.02(b)this Agreement relating to any third-party processing arrangement, the Servicer shall remain obligated and its Affiliates may engage in any marketing practice or promotion or any sale of any products, goods or services to Obligors with respect liable to the Issuer, Trustee, the Security Insurer and Noteholders for servicing and administering the Receivables so long as and the Other Conveyed Property in accordance with the provisions of this Agreement without diminution of such practices, promotions obligation or sales are offered to obligors of comparable motor vehicle receivables serviced liability by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesvirtue thereof. (e) Notwithstanding anything in this Agreement The Servicer shall remit all payments by or on behalf of the Obligors received directly by the Servicer to the contrary, the Servicer may refinance any Receivable and Local Collection Accounts for deposit the full Principal Balance of such Receivable into the Collection Account, in either case, without deposit into any intervening account and as soon as practicable, but in no event later than the Business Day after receipt thereof. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and its Affiliates may also sell insurance or debt cancellation products, including products which result in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty with respect to the Financed Vehicle. (f) Records documenting collection efforts shall be maintained during the period a Receivable is delinquent in accordance with the Credit and Collection Policy. Such records shall be maintained on at least a periodic basis that is not less frequent than as set forth in the Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection Policy.- 44 -

Collection of Receivable Payments; Modifications of Receivables. (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables as and when the same shall become due, and shall follow such collection procedures as it follows with respect to all comparable motor vehicle receivables that it services for itself or othersothers and otherwise act with respect to the Receivables, the Dealer Agreements, the Dealer Assignments, the Master Receivables Purchase Agreements, the Insurance Policies and the Other Conveyed Property in such manner as will, in the reasonable judgment of the Servicer, maximize the amount to be received by the Trust with respect thereto. Consistent with the foregoing, the Servicer may, if it determines in its reasonable judgment that such action would maximize the amount to be received by the Trust, arrange for the sale by the Trust of Liquidated Receivables with respect to which the related Financed Vehicle has been sold, and the net proceeds of such sale shall be included in Net Liquidation Proceeds. The Servicer is authorized in its discretion to waive any prepayment charge, late payment charge or any other similar fees that may be collected in the ordinary course of servicing any Receivable. (b) Subject The Servicer may at any time agree to Section 4.06a modification or amendment of a Receivable in order to (i) change the Obligor’s regular due date to a date within 30 days of when such due date occurs or (ii) re-amortize the Obligor’s obligation under the Receivable following a partial prepayment of principal; provided, however, that no re-amortization permitted by this clause (ii) shall extend the maturity date of any Receivable. The Servicer may elect, at any time and from time to time in accordance with its customary procedures, to defer a Scheduled Payment for one month; provided, however, that (i) the Obligor has paid all amounts due on the Receivable as of the date such deferral is granted, (ii) the Servicer believes in good faith that such deferral will maximize the amount to be received with respect to such Receivable and is otherwise in the best interests of the Trust and (iii) a deferral permitted by this sentence shall not extend the maturity date of such Receivable. (c) The Servicer may grant extensionspayment extensions on, rebates, deferrals, amendments, or other modifications or adjustments on amendments to, a Receivable in accordance with its customary servicing practicesprocedures if the Servicer believes in good faith that such extension, modification or amendment is necessary to avoid a default on such Receivable, will maximize the amount to be received with respect to such Receivable, and is otherwise in the best interests of the Trust; provided, however, that if the Servicer (i) extends the date for final payment by the Obligor of any Receivable beyond the last day of the Collection Period prior to immediately preceding the Class C Stated Maturity Final Scheduled Distribution Date of the Notes, the Servicer will (or (iiwill cause HAFI as subservicer to) reduces the APR or unpaid principal balance with respect to any Receivable other than as required by applicable law, it will promptly purchase such Receivable in the manner provided in Section 4.07. (c) The Servicer may, but is not required to, make any advances of funds or guarantees regarding collections, cash flows or distributions. Payments on the Receivables, including payoffs made in accordance with by depositing the related documentation for such Receivables, shall be posted to Repurchase Amount into the Servicer’s Obligor records in accordance with the principal, interest or other items in accordance with the related documentation for such ReceivablesCollection Account. (d) Subject to the provisions of Except as otherwise provided below in Section 4.02(b)4.2(e) hereof, the Servicer and its Affiliates may engage shall deposit Collections in any marketing practice immediately available funds on or promotion or any sale of any products, goods or services to Obligors with respect to Receivables into the Receivables so long Collection Account as promptly as possible after the date of processing of such practicesCollections, promotions or sales are offered to obligors but in no event later than the second Business Day following the date of comparable motor vehicle receivables serviced by the Servicer for itself and others, whether or not such practices, promotions or sales might result in a decrease in the aggregate amount of payments on the Receivables, prepayments or faster or slower timing of the payment of the Receivablesprocessing. (e) Notwithstanding Subject to the express terms of the Series Supplement, but notwithstanding anything else in this Agreement to the contrary, for so long as (i) HSBC Finance Corporation remains the Servicer and maintains a commercial paper rating of not less than A-1 by Standard & Poor’s, P-1 by Moody’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and for five Business Days following any reduction of any such rating or (ii) a Servicer Credit Facility is maintained in effect by the Servicer in form and substance acceptable to the Rating Agency (such acceptability to be evidenced in writing by the Rating Agency to the effect that failure to make the aforementioned deposit on the basis of the maintenance of the Servicer Credit Facility will not adversely affect the then current rating of the Notes) issued by a Servicer Credit Facility Issuer having a rating on its (A) short-term obligations of at least P-1 by Moody’s, A-1 by Standard & Poor’s and F1 by Fitch (or such other rating as shall be satisfactory to such Rating Agency), in each case only if such Person is a Rating Agency, and (B) long term obligations of at least A2 by Moody’s, A by Standard & Poor’s, and A by Fitch, in each case only if such Person is a Rating Agency, the Servicer shall not be required to make deposits of Collections on or with respect to Receivables as provided in Section 4.2(d), but may make one or more deposits of Collections (excluding any portion of such funds which the Servicer may refinance any Receivable and deposit retain in accordance with Section 4.8 or pay directly to the full Principal Balance of such Receivable into the Collection Account. The receivable created by such refinancing shall not be property of the Issuer. The Servicer and Seller in its Affiliates may also sell insurance or debt cancellation products, including products which result capacity as Certificateholder in the cancellation of some or all of the amount of a Receivable upon the death or disability of the Obligor or any casualty accordance with Section 5.1(f)) with respect to the Financed VehicleSeries Trust Estate with respect to a Collection Period into the Collection Account in immediately available funds not later than 1:00 P.M., Central time, on the Business Day immediately preceding the related Distribution Date. The Servicer shall give written notice to the Indenture Trustee and the Administrator if it is required to deposit funds in accordance with Section 4.2(d). If, during any Collection Period that the Servicer is required to deposit funds in accordance with Section 4.2(d), the Servicer satisfies either condition of the first sentence of this Section 4.2(e) such that the Servicer is no longer required to deposit funds in accordance with Section 4.2(d), the Servicer may, as of the date of such satisfaction but subject to the provisions of this Section 4.2(e), withdraw from the Collection Account all of the Collections which it has deposited thereto in accordance with Section 4.2(d) during such Collection Period, and retain such funds in the manner provided in the first sentence of this Section 4.2(e). (f) Records documenting collection efforts Notwithstanding anything else in the Basic Documents to the contrary, with respect to any Collection Period and whether the Servicer is required to make deposits of Collections pursuant to Section 4.2(d) or Section 4.2(e), (i) the Servicer shall only be required to deposit Collections into the Collection Account up to an aggregate amount of Available Funds required to be distributed on or prior to the related Distribution Date pursuant to the terms of the Basic Documents and (ii) if at any time prior to such Distribution Date the amount of Collections deposited into the Collection Account exceeds the amount required to be deposited pursuant to clause (i) above, the Servicer shall be permitted to direct the Administrator to withdraw the excess from the Collection Account and pay such amount pursuant to the Basic Documents. Subject to the immediately preceding sentence, the Servicer may retain its Servicing Fee pursuant to Section 4.8 and shall not be required to deposit it in the Collection Account. (g) In the event that a Servicer Credit Facility is maintained during and HSBC Finance does not maintain the period commercial paper rating prescribed in Section 4.2(e)(i) above, the Servicer shall within two Business Days of the date of processing of Collections on or with respect to Receivables notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing of the amount of Collections that would otherwise be deposited in the Collection Account and the Servicer shall establish and maintain for the Trust a Receivable is delinquent Payment Record in accordance which the payments on or with respect to the Credit and Collection Policy. Such records Receivables shall be maintained credited and the Servicer shall notify the Indenture Trustee, the Administrator and the Servicer Credit Facility Issuer in writing as promptly as practicable (but in any event prior to the Determination Date for the following Distribution Date) of the amounts so credited on at least or with respect to the Receivables that are to be included in Collections (as determined for this purpose after giving effect to the exclusions described above) for the related Distribution Date and of the amounts so credited which will constitute a periodic basis that is not less frequent than part of Collections (as set forth in determined for this purpose after giving effect to the exclusions described above) for the second following Distribution Date. The Payment Record shall be made available for inspection during normal business hours of the Servicer upon request of the Indenture Trustee, the Administrator or any Servicer Credit and Collection Policy, and describe the entity’s activities in monitoring delinquent pool assets including, for example, phone calls, letters and payment rescheduling plans in cases where delinquency is deemed temporary (e.g., illness or unemployment) in accordance with the Credit and Collection PolicyFacility Issuer.