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EXHIBIT 10.112
TRUST AGREEMENT
TRUST AGREEMENT, dated as of September 1, 1999, between
National Financial Auto Funding Trust (the "Company") and Wilmington Trust
Company, a Delaware banking corporation, not in its individual capacity but
solely as Owner Trustee (the "Owner Trustee"). The Company and the Owner Trustee
hereby agree as follows:
1. The trust created hereby shall be known as National Auto
Finance 1999-1 Trust, in which name the Owner Trustee may conduct the business
of the Trust, make and execute contracts, and xxx and be sued.
2. The Company hereby assigns, transfers, conveys and sets
over to the Owner Trustee the sum of $1.00. The Owner Trustee hereby
acknowledges receipt of such amount in trust from the Company, which amount
shall constitute the initial trust estate. The Owner Trustee hereby declares
that it will hold the trust estate in trust for the Company. It is the intention
of the parties hereto that the Trust created hereby constitute a business trust
under Chapter 38 of Title 12 of the Delaware Code, 12 Del.C. Section 3801 et
seq. and that this document constitute the governing instrument of the Trust.
The Owner Trustee is hereby authorized and directed to execute and file a
certificate of trust with the Delaware Secretary of State in the form attached
hereto.
3. The Company and the Owner Trustee will enter into an
Amended and Restated Trust Agreement, satisfactory to each such party, to
provide for the contemplated operation of the Trust created hereby. Prior to the
execution and delivery of such Amended and Restated Trust Agreement, the Owner
Trustee shall not have any duty or obligation hereunder or with respect to the
trust estate, except as otherwise required by applicable law or as may be
necessary to obtain prior to such execution and delivery any licenses, consents
or approvals required by applicable law or otherwise.
4. This Trust Agreement may be executed in one or more
counterparts.
5. The Owner Trustee may resign upon thirty days prior notice
to the Company.
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IN WITNESS WHEREOF, the parties hereto have caused this Trust
Agreement to be duly executed by their respective officers hereunto duly
authorized, as of the day and year first above written.
NATIONAL FINANCIAL AUTO FUNDING TRUST,
as Company
By: CHASE MANHATTAN BANK DELAWARE,
not in its individual capacity, but
solely as Trustee of National Financial
Auto Funding Trust
By: /s/ XXXXX XXXXX
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Name: Xxxxx Xxxxx
Title: Assistant Vice President
WILMINGTON TRUST COMPANY,
as Owner Trustee
By: /s/ XXXXX X. XXXXXXX
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Name: Xxxxx X. Xxxxxxx
Title: Administrative Account Manager
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