Wells Fargo Bank, National Association Sixth and Marquette Avenue MAC N9311-161 Minneapolis, Minnesota 55479 AFS SenSub Corp. 2265 Renaissance Drive, Suite 17 Las Vegas, Nevada 89119 AmeriCredit Corp. 801 Cherry Street, Suite 3900 Fort Worth, Texas...
Exhibit 10.4
September 20, 2007
Xxxxx Fargo Bank, National Association
Sixth and Marquette Avenue
MAC N9311-161
Minneapolis, Minnesota 55479
Sixth and Marquette Avenue
MAC N9311-161
Minneapolis, Minnesota 55479
AFS SenSub Corp.
0000 Xxxxxxxxxxx Xxxxx, Xxxxx 00
Xxx Xxxxx, Xxxxxx 00000
0000 Xxxxxxxxxxx Xxxxx, Xxxxx 00
Xxx Xxxxx, Xxxxxx 00000
AmeriCredit Corp.
000 Xxxxxx Xxxxxx, Xxxxx 0000
Xxxx Xxxxx, Xxxxx 00000
000 Xxxxxx Xxxxxx, Xxxxx 0000
Xxxx Xxxxx, Xxxxx 00000
Re: AmeriCredit Automobile Receivables Trust 2007-D-F (the “Trust”)
Ladies and Gentlemen:
This letter will confirm the agreement of AmeriCredit Corp. (the “Company”), AFS SenSub Corp.
(the “Seller”), Xxxxx Fargo Bank, National Association, as Trust Collateral Agent (as defined
below), the Trust and Financial Security Assurance Inc. (“Financial Security”) that the following
nonrefundable payments are to be made in connection with, and subject to, the closing of the
above-described transaction and in consideration of the issuance by Financial Security of its
Financial Guaranty Insurance Policy (the “Policy”) in respect thereof. The amounts payable
hereunder or under the Sale and Servicing Agreement (as defined below) to Financial Security or any
other specified party shall be nonrefundable without regard to whether Financial Security makes any
payment under the Policy or any other circumstances relating to $184,000,000 Class A-1 5.9139%
Asset Backed Notes, $164,000,000 Class A-2-A 5.66% Asset Backed Notes, $50,000,000 Class A-2-B
LIBOR + 0.55% Floating Rate Asset Backed Notes, $232,000,000 Class A-3-A 5.49% Asset Backed Notes,
$40,000,000 Class A-3-B LIBOR + 0.65% Floating Rate Asset Backed Notes, $200,000,000 Class A-4-A
5.56% Asset Backed Notes and $130,000,000 Class A-4-B LIBOR + 0.80% Floating Rate Asset Backed
Notes (collectively, the “Notes”) of the Trust or provision being made for payments of the Notes
prior to maturity. Although the Premium (as defined below) is fully earned by Financial Security
as of the Closing Date, the Premium shall be payable in periodic installments as provided herein.
Capitalized terms used herein but not defined herein shall have the meanings specified in the Sale
and Servicing Agreement dated as of September 12, 2007 (the “Sale and Servicing Agreement”), among
the Seller, the Trust, the Servicer and Xxxxx Fargo Bank, National Association, as Backup Servicer
and Trust Collateral Agent (the “Trust Collateral Agent”).
The payments payable pursuant to the terms hereof (except as otherwise noted) shall constitute
the “Premium” referred to in that certain Insurance and Indemnity
Agreement dated as of September 12, 2007 (the “Insurance Agreement”), among the Trust,
Financial Security, AmeriCredit Financial Services, Inc., as Servicer (the
“Servicer”), AFS SenSub
Corp., as Seller (the “Seller”) and the Company. This letter is the Premium Letter referred to in
the Insurance Agreement. The obligations of the Company and the Seller hereunder constitute
obligations of the Company and the Seller under the Insurance Agreement. Reference is also made to
the Spread Account Agreement dated as of September 12, 2007 (the “Spread Account Agreement”), among
the Trust, Financial Security and Xxxxx Fargo Bank, National Association, as Trustee and Collateral
Agent, which contains certain defined terms used herein. The obligations of the Trust Collateral
Agent hereunder constitute the obligations of the Trust Collateral Agent under the Sale and
Servicing Agreement.
EXPECTED CLOSING DATE: September 20, 2007
Payee | Amount | Type of Payment | Re: | |||
Financial Security |
$108,194.44 | Wire transfer | Premium | |||
Financial Security |
$ 3,599.42 | Wire transfer | Out-of-pocket Expenses | |||
Financial Security |
$ 6,000.00 | Wire transfer | Accountant’s Fees | |||
Financial Security |
$ 42,500.00 | Wire transfer | Legal Fees | |||
Financial Security |
$ 2,500.00 | Wire transfer | Legal Disbursements | |||
Total: |
$162,793.86 |
The Premium payable pursuant hereto shall be calculated and payable monthly in advance on the
Distribution Date (as defined in the Sale and Servicing Agreement) in each month, and the payment
on each such Distribution Date shall be in an amount equal to 1.708 basis points (20.5 basis points
per annum or 0.01708% per month) multiplied by the aggregate outstanding principal balance of the
Notes outstanding on such date (after giving effect to payments of principal made on such date)
(the “Note Balance” as of such date) provided that the initial payment of Premium shall be
an amount, covering the period from September 20, 2007 through October 9, 2007 that is equal to
$108,194.44. Such initial payment of Premium, together with the out-of-pocket expenses of Financial
Security, the Accountant’s Fees and the Premium and the legal fees and disbursements of counsel to
Financial Security (including in respect of the Swap Policy) specified in the table above
($162,793.86 in the aggregate) shall be paid by the Company to Financial Security on September 20,
2007 (the “Closing Date”).
For the purposes of calculating the Premium (including the Premium Supplement, if any) the
Note Balance shall have the respective meanings specified above, except that the Note Balance shall
not be reduced by distributions of principal made with proceeds of the Policy.
If an Event of Default occurs and is continuing under the Insurance Agreement, Financial
Security will be entitled on each Distribution Date to a Premium
Supplement, in addition to the premium described in the second preceding paragraph, equal to
4.1667 basis points (50 basis points per annum or 0.041667% per month)
PREMIUM LETTER
multiplied by the Note
Balance on such date (after giving effect to payments of principal made on such date).
Payments of Premium (including any Premium Supplement) shall be made by Federal funds wire
transfers to Financial Security with the following details specifically stated on the wire
instructions, unless another account is designated to you in writing by a Managing Director of
Financial Security:
Bank: The Bank of New York
ABA #: 000000000
ABA #: 000000000
For the Account of: Financial Security Assurance Inc.
Account #: 8900297263
Policy Number: 51875A-N
Policy Number: 51875A-N
PREMIUM LETTER
This letter may be executed in any number of counterparts, each of which so executed shall be
deemed an original and all of which taken together shall constitute but one letter.
Very truly yours, FINANCIAL SECURITY ASSURANCE INC. |
||||
By: | /s/ Xxxx X. Xxxxxx | |||
Authorized Officer | ||||
Agreed to and accepted by:
AMERICREDIT CORP.
By: | /s/ Xxxxx X. Xxxxxxxxx | |||
Name: | Xxxxx X. Xxxxxxxxx | |||
Title: | Senior Vice President, Structured Finance | |||
AFS SENSUB CORP. |
||||
By: | /s/ Xxxxx Xxxxxxxxxx | |||
Name: | Xxxxx Xxxxxxxxxx | |||
Title: | Vice President, Structured Finance | |||
XXXXX FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Trust Collateral Agent |
||||
By: | /s/ Xxxxxxxx X. Xxxxxxxx | |||
Name: | Xxxxxxxx X. Xxxxxxxx | |||
Title: | Vice President | |||
PREMIUM LETTER
AMERICREDIT AUTOMOBILE RECEIVABLES
TRUST 2007-D-F
TRUST 2007-D-F
by WILMINGTON TRUST COMPANY, not | ||||
in its individual capacity but solely as | ||||
Owner Trustee | ||||
By:
|
/s/ Xxxxx X. Xxxxxx
|
|||
Title:
|
Vice President |
PREMIUM LETTER