Deutsche Bank Trust Company Americas
Exhibit 99.2
Deutsche Bank Trust Company Americas
AmeriCredit Financial Services, Inc.
Re: Second Amended and Restated Class S Note Purchase Agreement dated as of November 5, 2003
Reference is made to that certain Second Amended and Restated Class S Note Purchase Agreement, dated as of November 5, 2003 (the "Class S Note Purchase Agreement"; unless otherwise defined herein, terms defined in the Class S Note Purchase Agreement are used herein as therein defined), by and among AmeriCredit Master Trust (the "Issuer"), AmeriCredit Financial Services, Inc., individually ("AFS") and as Servicer and Seller, AmeriCredit Funding Corp. VII, individually ("AFC") and as Seller, the Class S Purchasers from time to time parties thereto, the Agents parties thereto and Deutsche Bank Trust Company Americas, as Administrative Agent (the "Administrative Agent).
Each Committed Purchaser which is a party to the Class S Note Purchase Agreement hereby agrees, pursuant to subsection 2.2(c) of the Class S Note Purchase Agreement, to extend the Commitment Termination Date under the Class S Note Purchase Agreement to November 2, 2005 and hereby waives receipt of request pursuant to such subsection 2.2(c).
This letter (i) may not be amended or modified except by a written instrument executed by the parties hereto, (ii) shall remain in effect so long as the Agreement shall be in effect, (iii) shall be construed in accordance with and governed by the laws of the State of New York, and (iv) shall be binding on, and inure to the benefits of, the respective successors and assigns of the parties hereto.
Please signify your agreement to and acceptance of the foregoing by executing this letter in the space provided below.
AMERICAS, as Administrative Agent
By____________________________
By____________________________
of the date first above written:
AMERICREDIT FINANCIAL SERVICES, INC.
By______________________________
DEUTSCHE BANK AG, NEW YORK BRANCH
as Committed Purchaser
By______________________________
Title:
By______________________________
Title:
