Common use of Collection of Receivable Payments Clause in Contracts

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, and shall follow such collection procedures as it follows with respect to comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standards. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the Agreement or as required by law or court order, provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.7. For the purpose of such purchases pursuant to Section 13.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or Receivable, of this Agreement [, of the Agreement Servicer's Extension Policy (attached hereto as Appendix B)] or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable___________, 200__. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableJanuary 3, 2014. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer’s credit committee of the Servicer in accordance with the Servicer’s general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable. The Servicer may at any time perform specific duties as servicer or custodian under this Agreement through subcontractors; provided, however, that no such delegation or subcontracting shall relieve the Servicer of its responsibilities with respect to such duties as to which the Servicer shall remain primarily responsible with respect thereto. All amounts payable to any subcontractor shall be paid by the Servicer and shall not be obligations of the Indenture Trustee, the Owner Trustee or the Issuer or paid from the Indenture Trust Estate. References in this Agreement to actions taken or to be taken by the Servicer include actions taken or to be taken by a subcontractor on behalf of the Servicer.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableScheduled Maturity Date. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableApril 1, 2011. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer's credit committee of the Servicer in accordance with the Servicer's general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent itself. The Servicer shall enforce the obligations of each Receivables Servicer under the related Receivables Servicing Agreement in all material respects until such Receivables Servicing Agreement has been terminated in accordance with prudent industry standardsits terms. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment to a date more than 30 days from the original due date of such scheduled paymentof, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, and except that the Servicer may permit a Receivables Servicer to grant extensions, rebates or adjustments to the extent permitted in the related Receivables Servicing Agreement; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it (or the related Receivables Servicer) services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableSeptember 30, 2008. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.6. For the purpose of such purchases pursuant to Section 13.73.6, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything herein to the contrary, the Servicer shall not make any collection, repossession of liquidation efforts in respect of (i) any Ford Credit Receivables after September 30, 2009 and (ii) any Volvo Finance Receivables after March 31, 2009.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable[ ]. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Subject to Sections 3.1, 3.2 and 6.8 through 6.14 (inclusive) of the Servicing Agreement, the Servicer shall make reasonable efforts efforts, consistent with the customary servicing procedures employed by the Servicer with respect to Receivables owned or serviced by it, to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, and in connection therewith shall follow such normal collection practices and procedures as it follows with respect to comparable new or used automobile recreational vehicle installment sale contracts and light-duty truck receivables promissory notes that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of reduce or reschedule the due date of any defer scheduled payment to a date more than 30 days from the original due date of such scheduled paymentpayments, change the annual percentage rate of, or extend any Receivable or change any material term of a Receivable, except as provided by otherwise modify the terms of the Receivable or of the Agreement or as required by law or court order, any Receivable; provided, however, that that, consistent with its customary servicing procedures but subject to Section 6.10 of the Servicing Agreement, the Servicer may may, in its discretion, arrange with an Obligor to defer, reschedule, extend or modify the payment schedule of any Receivable that is in default or with respect to which default is reasonably foreseeable and for credit related reasons that would be acceptable to the Servicer with respect to a comparable Receivable secured by a new or used automobile and light-duty truck receivables Recreational Vehicle that it services for itself, if itself so long as (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (di) the maturity of such Receivable would not be extended extend beyond the Collection Period immediately preceding the Final Distribution Scheduled Maturity Date and (eii) if any such modification constitutes a refinancing, the rescheduling or extension would not modify the terms proceeds of such refinancing shall be used to pay the related Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivablefull. If, as a result of inadvertently deferring, rescheduling or extending of paymentspayments or any other modification, such rescheduling deferring, rescheduling, extension or extension modification breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.7. For 4.6 hereof on the purpose Deposit Date immediately following the date on which it became aware or received written notice from the Indenture Trustee or Owner Trustee of such purchases pursuant failure. The Servicer may, in accordance with its customary standards, policies and procedures, in its discretion, waive any Administrative Fees that may be due or payable under any Receivable. Notwithstanding anything to Section 13.7the contrary in the Servicing Agreement, notice shall be deemed to have been received in connection with the settlement by the Servicer at of a defaulted Receivable, the Servicer may forgive a portion of such time as shall make purchase mandatory as Receivable, if, in its discretion, it believes that the acceptance of the last day settlement proceeds from the related Obligor would result in the Issuer's receiving a greater amount of Collections than the Collection Period during which Net Liquidation Proceeds that would result from repossessing and liquidating the discovery of such breach occurredrelated Financed Vehicle.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableMarch 6, 2010. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer's credit committee of the Servicer in accordance with the Servicer's general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableJuly 10, 2010. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer's credit committee of the Servicer in accordance with the Servicer's general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableMarch 21, 2007. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableMay 18, 2013. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer’s credit committee of the Servicer in accordance with the Servicer’s general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable. The Servicer may at any time perform specific duties as servicer or custodian under this Agreement through subcontractors; provided, however, that no such delegation or subcontracting shall relieve the Servicer of its responsibilities with respect to such duties as to which the Servicer shall remain primarily responsible with respect thereto. All amounts payable to any subcontractor shall be paid by the Servicer and shall not be obligations of the Indenture Trustee, the Owner Trustee or the Issuer or paid from the Indenture Trust Estate. References in this Agreement to actions taken or to be taken by the Servicer include actions taken or to be taken by a subcontractor on behalf of the Servicer.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableJuly 30, 2008. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four [ ] months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date [ ]; and (ed) after giving effect to such extension, the rescheduling or extension would aggregate Principal Balance of Receivables the maturity of which have been extended does not modify exceed [ ]% of the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableCut-off Date Pool Balance. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableJune 30, 2006. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The (a) Consistent with the standards, policies and procedures required by this Agreement, the Servicer shall make reasonable efforts to maximize the amount to be received by the Trust with respect to the Receivables, including, without limitation, using reasonable efforts to (i) collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and, in any event, with no less degree of skill and that is care than would be exercised by a prudent servicer of similar motor vehicle retail installment sales contracts and installment sale loan and security agreements or (ii) directing the Trust to sell any of the Receivables from time to time to an unrelated third party for the maximum market price available for such Receivable at such time, as determined by the Servicer consistent with prudent industry standardsthe standards set forth herein. The In connection with any such Receivable sale contemplated by clause (ii) of this Section 8.05(a), the related Sale Amount shall be deposited into the Collection Account in accordance with Section 9.04(e). Promptly after the Closing Date (but in any event within forty (40) days after the Closing Date), the Servicer shall will provide each Obligor with a monthly statement in order to notify such Obligors to make payments directly to the Lock-Box. If payments are modified or adjusted on a Receivable (provided that no such modification or adjustment may be made to the APR or the number or amounts of the Scheduled Receivable Payments) or are extended in the ordinary course of the Servicer’s collection procedures (provided, that no extensions may be granted by the Servicer until at least six Scheduled Receivable Payments have been received by the Servicer under the related Receivable and thereafter only one extension not change the amount of or reschedule the due date of any scheduled payment to a date exceed one month may be granted each twelve month period and no more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the Agreement or as required by law or court order, provided, however, that the Servicer may extend any Receivable that is in default or three (3) extensions shall be permitted with respect to which default is reasonably foreseeable and any Receivable (other than to the extent allowed pursuant to the Servicer’s collection or charge-off policies); provided, that not more than 0.75% (by Principal Balance of the Receivables as a percentage of the Pool Balance) may be extended during any Collection Period), and, as a result, any Receivable would be acceptable to outstanding after the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would not be extended beyond the Collection Period month immediately preceding the Final Distribution Maturity Date and (e) for the rescheduling Class A-4 Notes or any such modification, adjustment or extension would not modify the terms of such Receivable is in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any violation of the terms of the proviso to the preceding sentenceforegoing prohibitions, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.7. For the purpose of 8.10 hereof (unless such purchases Receivable is otherwise being purchased pursuant to Section 13.716.02 hereof). The Servicer may in its discretion waive any late payment charge or any other fees that it is entitled to retain under Section 8.11 hereof, notice shall or other fee (to the extent consistent with its credit and collection policy) that may be deemed to have been received by collected in the Servicer at such time as shall make purchase mandatory as ordinary course of the last day of the Collection Period during which the discovery of such breach occurredservicing a Receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableNovember 28, 2010. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer's credit committee of the Servicer in accordance with the Servicer's general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableSeptember 27, 2007. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableAugust 24, 2013. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer’s credit committee of the Servicer in accordance with the Servicer’s general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable. The Servicer may at any time perform specific duties as servicer or custodian under this Agreement through subcontractors; provided, however, that no such delegation or subcontracting shall relieve the Servicer of its responsibilities with respect to such duties as to which the Servicer shall remain primarily responsible with respect thereto. All amounts payable to any subcontractor shall be paid by the Servicer and shall not be obligations of the Indenture Trustee, the Owner Trustee or the Issuer or paid from the Indenture Trust Estate. References in this Agreement to actions taken or to be taken by the Servicer include actions taken or to be taken by a subcontractor on behalf of the Servicer.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or Receivable, of this Agreement[, of the Agreement Servicer's Extension Policy (attached hereto as Appendix B)] or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable___________, 200__. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer's credit committee of the Servicer in accordance with the Servicer's general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableJuly 28, 2009. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred.

Collection of Receivable Payments. The (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 and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and, in any event, with no less degree of skill and care than would be exercised by a prudent servicer of similar motor vehicle retail installment sales contracts and installment sale loan and security agreements. Promptly after the Closing Date (but in any event within twenty (20) days after the Closing Date), the Servicer will provide each Obligor with a monthly statement in order to notify such Obligors to make payments directly to the Lock-Box. If payments are modified or adjusted on a Receivable (provided that is consistent with prudent industry standards. The no such modification or adjustment may be made to the APR or the number or amounts of the Scheduled Receivable Payments) or are extended in the ordinary course of the Servicer's collection procedures (provided, that no extensions may be granted by the Servicer shall until at least six Scheduled Receivable Payments have been received by the Servicer under the related Receivable and thereafter only one extension not change the amount of or reschedule the due date of any scheduled payment to a date exceed one month may be granted each twelve months; provided, further, that no more than 30 days from three extensions shall be permitted on any Receivable; and provided, further, that not more than 1% (by Principal Balance of the original due date Receivables as a percentage of such scheduled paymentthe Pool Balance) may be extended during any Collection Period), change the annual percentage rate ofand, or extend as a result, any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the Agreement or as required by law or court order, provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to outstanding after the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would not be extended beyond the Collection Period month immediately preceding the Final Distribution Maturity Date and (e) for the rescheduling Class A-4 Notes or any such modification, adjustment or extension would not modify the terms of such Receivable is in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any violation of the terms of the proviso to the preceding sentenceforegoing prohibitions, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.7. For the purpose of 8.10 (unless such purchases Receivable is otherwise being purchased pursuant to Section 13.716.02). The Servicer may in its discretion waive any late payment charge or any other fees that it is entitled to retain under Section 8.11, notice shall or other fee (to the extent consistent with its credit and collection policy) that may be deemed to have been received by collected in the Servicer at such time as shall make purchase mandatory as ordinary course of the last day of the Collection Period during which the discovery of such breach occurred.servicing a Receivable. TRUST AND SERVICING AGREEMENT

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent itself. The Servicer shall enforce the obligations of each Receivables Servicer under the related Receivables Servicing Agreement in all material respects until such Receivables Servicing Agreement has been terminated in accordance with prudent industry standardsits terms. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment to a date more than 30 days from the original due date of such scheduled paymentof, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, except that the Servicer may permit a Receivables Servicer to grant extensions, rebates or adjustments to the extent permitted in the related Receivables Servicing Agreement; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it (or the related Receivables Servicer) services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableSeptember 30, 2012. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.6. For the purpose of such purchases pursuant to Section 13.73.6, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything herein to the contrary, the Servicer shall not make any collection, repossession or liquidation efforts after (i) in respect of the GMAC Receivables purchased by the Depositor pursuant to the ALFT II Receivables Purchase Agreement and identified on Exhibit A thereof, August 31, 2011, (ii) in respect of the GMAC Receivables purchased by the Depositor pursuant to the ALFT II Receivables Purchase Agreement and identified on Exhibit B thereof, July 31, 2012, (iii) in respect of any Ford Credit Receivables purchased by the Depositor pursuant to the ALFT III Receivables Purchase Agxxxxent, July 31, 2010, and (iv) in respect of any DCS Receivables purchased by the Depositor pursuant to the ALFT IV Receivables Purchase Agreement, September 30, 2012.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableDecember 2012. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer's credit committee of the Servicer in accordance with the Servicer's general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable. The Servicer may at any time perform specific duties as servicer or custodian under this Agreement through subcontractors; provided, however, that no such delegation or subcontracting shall relieve the Servicer of its responsibilities with respect to such duties as to which the Servicer shall remain primarily responsible with respect thereto. All amounts payable to any subcontractor shall be paid by the Servicer and shall not be obligations of the Indenture Trustee, the Owner Trustee or the Issuer or paid from the Indenture Trust Estate. References in this Agreement to actions taken or to be taken by the Servicer include actions taken or to be taken by a subcontractor on behalf of the Servicer.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment of a Receivable to a date more than 30 days from the original due date of such scheduled payment, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, ; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, itself if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, and (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableMarch 21, 2014. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.7. For the purpose of such purchases pursuant to Section 13.73.7, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything to the contrary herein, the Servicer may implement programs that grant payment extensions in respect of receivables that are not delinquent. Any such program shall be implemented with the approval of the senior officer’s credit committee of the Servicer in accordance with the Servicer’s general lending and policy guidelines. Any such payment extension may extend the maturity of the applicable receivable beyond its original term to maturity. Notwithstanding anything to the contrary herein, the Servicer may also reduce the interest rate on Receivables affected by the application of the Servicemembers Civil Relief Act to a rate that is lower than the maximum rate prescribed by the Servicemembers Civil Relief Act and may readjust the payment schedule for any Receivable that is affected by the application of the Servicemembers Civil Relief Act until the maturity of the receivable. The Servicer may at any time perform specific duties as servicer or custodian under this Agreement through subcontractors; provided, however, that no such delegation or subcontracting shall relieve the Servicer of its responsibilities with respect to such duties as to which the Servicer shall remain primarily responsible with respect thereto. All amounts payable to any subcontractor shall be paid by the Servicer and shall not be obligations of the Indenture Trustee, the Owner Trustee or the Issuer or paid from the Indenture Trust Estate. References in this Agreement to actions taken or to be taken by the Servicer include actions taken or to be taken by a subcontractor on behalf of the Servicer.

Collection of Receivable Payments. The (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 and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and, in any event, with no less degree of skill and care than would be exercised by a prudent servicer of similar motor vehicle retail installment sales contracts and installment sale loan and security agreements. At all times after 30 days following the establishment of the Lock-Box Account pursuant to Section 9.01(a) (but in any event the Lock-Box must be established within 20 Business Days after the Closing Date), the Servicer will provide each Obligor with a monthly statement in order to notify such Obligors to make payments directly to the Lock-Box. If payments are modified or adjusted on a Receivable (provided that is consistent with prudent industry standards. The no such modification or adjustment may be made to the APR or the number or amounts of the Scheduled Receivable Payments) or are extended in the ordinary course of the Servicer's collection procedures (provided, that no extensions may be granted by the Servicer shall until at least six Scheduled Receivable Payments have been received by the Servicer under the related Receivable and thereafter only one extension not change the amount of or reschedule the due date of any scheduled payment to a date exceed one month may be granted each twelve months; provided, further, that no more than 30 days from three extensions shall be permitted on any Receivable; and provided, further, that not more than 1% (by Principal Balance of the original due date Receivables as a percentage of such scheduled paymentthe Pool Balance) may be extended during any Collection Period), change the annual percentage rate ofand, or extend as a result, any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the Agreement or as required by law or court order, provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to outstanding after the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would not be extended beyond the Collection Period month immediately preceding the Final Distribution Maturity Date and (e) for the rescheduling Class A-4 Notes or any such modification, adjustment or extension would not modify the terms of such Receivable is in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivable. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any violation of the terms of the proviso to the preceding sentenceforegoing prohibitions, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.7. For the purpose of 8.10 (unless such purchases Receivable is otherwise being purchased pursuant to Section 13.716.02). The Servicer may in its discretion waive any late payment charge or any other fees that it is entitled to retain under Section 8.11, notice shall or other fee (to the extent consistent with its credit and collection policy) that may be deemed to have been received by collected in the Servicer at such time as shall make purchase mandatory as ordinary course of the last day of the Collection Period during which the discovery of such breach occurredservicing a Receivable.

Collection of Receivable Payments. The Servicer shall make reasonable efforts to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, due and shall follow such collection procedures as it follows with respect to all comparable new or used automobile and light-duty truck receivables that it services for itself or others and that is consistent itself. The Servicer shall enforce the obligations of each Receivables Servicer under the related Receivables Servicing Agreement in all material respects until such Receivables Servicing Agreement has been terminated in accordance with prudent industry standardsits terms. The Servicer shall not change the amount of or reschedule the due date of any scheduled payment to a date more than 30 days from the original due date of such scheduled paymentof, change the annual percentage rate of, of or extend any Receivable or change any material term of a Receivable, except as provided by the terms of the Receivable or of the this Agreement or as required by law or court order, except that the Servicer may permit a Receivables Servicer to grant extensions, rebates or adjustments to the extent permitted in the related Receivables Servicing Agreement; provided, however, that the Servicer may extend any Receivable that is in default or with respect to which default is reasonably foreseeable and that would be acceptable to the Servicer with respect to comparable new or used automobile and light-duty truck receivables that it (or the related Receivables Servicer) services for itself, if (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (d) the maturity of such Receivable would will not be extended beyond the Collection Period immediately preceding the Final Distribution Date and (e) the rescheduling or extension would not modify the terms of such Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivableSeptember 30, 2011. If, as a result of inadvertently rescheduling or extending of payments, such rescheduling or extension breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.73.6. For the purpose of such purchases pursuant to Section 13.73.6, notice shall be deemed to have been received by the Servicer at such time as shall make purchase mandatory as of the last day of the Collection Period during which the discovery of such breach occurred. Notwithstanding anything herein to the contrary, the Servicer shall not make any collection, repossession or liquidation efforts after (i) in respect of any Ford Credit Receivables purchased by the Depositor pursuant to the ALFT 2002-1 Receivables Purchase Xxxxement, September 30, 2009, (ii) in respect of any Ford Credit Receivables purchased by the Depositor pursuant to the Receivables Purchase Agreement with Ford Credit, July 31, 2010, (iii) in respect of any GMAC Receivables purchased by the Depositor pursuant to the ALFT II Receivables Purchase Agreement, August 31, 2011 and (iii) in respect of any DCS Receivables purchased by the Depositor pursuant to the ALFT IV Receivables Purchase Agreement, September 30, 2011.

Collection of Receivable Payments. The Subject to Sections 3.1, 3.2 and 6.8 through 6.14 (inclusive) of the Servicing Agreement, the Servicer shall make reasonable efforts efforts, consistent with the customary servicing procedures employed by the Servicer with respect to Receivables owned or serviced by it, to collect all payments called for under the terms and provisions of the Receivables and of the Agreement as and when the same shall become due, and in connection therewith shall follow such normal collection practices and procedures as it follows with respect to comparable new or used automobile marine installment sale contracts and light-duty truck receivables promissory notes that it services for itself or others and that is consistent with prudent industry standardsitself. The Servicer shall not change the amount of reduce or reschedule the due date of any defer scheduled payment to a date more than 30 days from the original due date of such scheduled paymentpayments, change the annual percentage rate of, or extend any Receivable or change any material term of a Receivable, except as provided by otherwise modify the terms of the Receivable or of the Agreement or as required by law or court order, any Receivable; provided, however, that that, consistent with its customary servicing procedures but subject to Section 6.10 of the Servicing Agreement, the Servicer may may, in its discretion, arrange with an Obligor to defer, reschedule, extend or modify the payment schedule of any Receivable that is in default or with respect to which default is reasonably foreseeable and for credit related reasons that would be acceptable to the Servicer with respect to a comparable Receivable secured by a new or used automobile and light-duty truck receivables Financed Boat that it services for itself, if itself so long as (a) the amount on deposit in the Reserve Account is greater than zero at the time of the extension, (b) the total credit-related extensions granted on the Receivable will not exceed four months in the aggregate, (c) the total number of credit-related extensions granted on the Receivable will not exceed two, (di) the maturity of such Receivable would not be extended extend beyond the Collection Period immediately preceding the Final Distribution Scheduled Maturity Date and (eii) if any such modification constitutes a refinancing, the rescheduling or extension would not modify the terms proceeds of such refinancing shall be used to pay the related Receivable in such a manner as to constitute a cancellation of such Receivable and the creation of a new receivablefull. If, as a result of inadvertently deferring, rescheduling or extending of paymentspayments or any other modification, such rescheduling deferring, rescheduling, extension or extension modification breaches any of the terms of the proviso to the preceding sentence, then the Servicer shall be obligated to purchase such Receivable pursuant to Section 13.7. For 4.6 hereof on the purpose Deposit Date immediately following the date on which it became aware or received written notice from the Indenture Trustee or Owner Trustee of such purchases pursuant failure. The Servicer may, in accordance with its customary standards, policies and procedures, in its discretion, waive any Administrative Fees that may be due or payable under any Receivable. Notwithstanding anything to Section 13.7the contrary in the Servicing Agreement, notice shall be deemed to have been received in connection with the settlement by the Servicer at of a defaulted Receivable, the Servicer may forgive a portion of such time as shall make purchase mandatory as Receivable, if, in its discretion, it believes that the acceptance of the last day settlement proceeds from the related Obligor would result in the Issuer's receiving a greater amount of Collections than the Collection Period during which Net Liquidation Proceeds that would result from repossessing and liquidating the discovery of such breach occurred.related Financed Boat. 44