AMENDED AND RESTATED TRUST AGREEMENT, dated as of June 30, 2019 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, this Agreement), between GMF Leasing LLC, a Delaware limited liability company, as depositor (the Depositor), and Wilmington Trust Company, a Delaware trust company (in its individual capacity, together with its successors, assigns, the Trust Company), as trustee (in such capacity, the Owner Trustee).
WHEREAS, the parties to this Agreement intend to amend and restate the Trust Agreement, dated as of June 25, 2019 (the Original Trust Agreement), among the parties, on the terms and conditions set forth in this Agreement;
WHEREAS, the parties hereto entered into the Original Trust Agreement, and filed the Certificate of Trust with the Secretary of State of the State of Delaware pursuant to which GM Financial Automobile Leasing Trust 2019-3 (the Securitization Trust or the Issuer) was formed; and
WHEREAS, the parties hereto are entering into this Agreement pursuant to which, among other things, the Original Trust Agreement will be amended and restated and a Trust Certificate will be issued.
NOW, THEREFORE, in consideration of the mutual agreements herein contained, and of other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the parties hereto hereby amend and restate the governing instrument of the Securitization Trust and agree as follows:
SECTION 1.1. Capitalized Terms. Capitalized terms used in this Agreement that are not otherwise defined herein shall have the meanings assigned to them in Appendix 1 to the 2019-3 Exchange Note Supplement, dated as of June 30, 2019 (as the same may be amended, restated, supplemented or otherwise modified from time to time, the 2019-3 Exchange Note Supplement), among ACAR Leasing Ltd., as Borrower (in such capacity, the Borrower), AmeriCredit Financial Services, Inc. d/b/a GM Financial (GM Financial), as Lender (in such capacity, the Lender) and as Servicer (in such capacity, the Servicer) and Wells Fargo Bank, National Association (Wells Fargo), as Administrative Agent (in such capacity, the Administrative Agent) and Collateral Agent (in such capacity, the Collateral Agent) or, if not defined therein, in Appendix A to the Second Amended and Restated Credit and Security Agreement, dated as of January 24, 2018 (as the same may be further amended, restated, supplemented or otherwise modified from time to time, the Credit and Security Agreement), among the Borrower, the Lender, the Servicer, the Administrative Agent and the Collateral Agent. Whenever used herein, unless the context otherwise requires, the following words and phrases shall have the following meanings:
2019-3 Servicing Agreement means the Third Amended and Restated Servicing Agreement, dated as of January 24, 2018, as the same may be further amended, restated,