Premium Letter, dated March 25, 2010



 Exhibit 10.4 
 PREMIUM LETTER 
 March 31, 2010 
 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 3500

 Fort Worth, Texas 76102 
 Re: AmeriCredit Automobile Receivables Trust 2010-A (the “Trust”) 
 Ladies and Gentlemen: 
 This letter will confirm the agreement of AmeriCredit Corp. (the “Company”), AFS SenSub Corp. (the “Seller”), Wells
Fargo Bank, National Association, as Trust Collateral Agent (as defined below), the Trust and Assured Guaranty Corp. (“Assured Guaranty”) 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 Assured Guaranty 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 Assured Guaranty or any other specified party shall be nonrefundable without regard to whether Assured Guaranty makes any payment under the Policy or any other circumstances relating to $36,000,000 Class A-1
0.31327% Asset Backed Notes, $71,000,000 Class A-2 1.46% Asset Backed Notes and $93,000,000 Class A-3 3.51% 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 Assured Guaranty 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 March 25, 2010 (the “Sale and Servicing Agreement”), among the Seller, the Trust, the Servicer and Wells 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 March 25, 2010 (the “Insurance Agreement”), among the Trust, Assured Guaranty, 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 March 25, 2010 (the “Spread Account Agreement”), among the Trust, Assured Guaranty and Wells
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: March 31, 2010 
  

								
	 Payee
	  	 Amount
	  	 Type of Payment
	  	 Re:

				
	 Assured Guaranty
	  	$	100,000.00	  	Wire transfer	  	Premium
	 Assured Guaranty
	  	$	7,500.00	  	Wire transfer	  	Out-of-pocket Due
Diligence Expenses
	 Assured Guaranty
	  	$	4,000.00	  	Wire transfer	  	Accountant’s Fees
	 Assured Guaranty
	  	$	75,000.00	  	Wire transfer	  	Legal Fees
	 Assured Guaranty
	  	$	45,000.00	  	Wire transfer	  	Third-Party
Operational Audit
	 Total:
	  	$	231,500.00	  		  	

 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 4.1667 basis points (50 basis points per annum or 0.041667% 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 March 31, 2010 through but excluding May 6, 2010 that is equal to $100,000.00. Such initial payment of Premium, together with the Out-of-pocket Due Diligence Expenses of Assured
Guaranty, the Accountant’s Fees, the Legal Fees and the Third-Party Operational Audit specified in the table above ($231,500.00 in the aggregate) shall be paid by the Company to Assured Guaranty on March 31, 2010 (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, Assured Guaranty 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) multiplied by the Note Balance on such date (after giving effect to payments of principal made on such date). 
  


					
		 	PREMIUM LETTER	 	2









 Payments of Premium (including any Premium Supplement) shall be made by Federal funds wire
transfers to Assured Guaranty with the following details specifically stated on the wire instructions, unless another account is designated to you in writing by a Managing Director of Assured Guaranty: 
 Bank: JPMorgan Chase Bank, National Association 
 ABA #: 021-000-021 
 For the Account of: Assured Guaranty Corp. 
 Account #: 910-2676450 
 Re: AmeriCredit Automobile Receivables Trust 2010-A 
 Policy Number: D-2010-66 
  


					
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 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,
	
	ASSURED GUARANTY CORP.
		
	By:	 	 /s/ Jorge Gana

		 	     Authorized Officer


  

			
	Agreed to and accepted by:
	
	AMERICREDIT CORP.
		
	By:	 	 /s/ Susan B. Sheffield

		 	Name:  Susan B. Sheffield
		 	Title:    Executive Vice President, Structured Finance
	
	AFS SENSUB CORP.
		
	By:	 	 /s/ Sheli D. Fitzgerald

		 	Name:  Sheli D. Fitzgerald
		 	Title:    Vice President, Structured Finance
	
	WELLS FARGO BANK, NATIONAL ASSOCIATION, not in its individual capacity but solely as Trust Collateral Agent
		
	By:	 	 /s/ Marianna C. Stershic

		 	Name:  Marianna C. Stershic
		 	Title:    Vice President

  


					
		 	PREMIUM LETTER	 	










			
	AMERICREDIT AUTOMOBILE RECEIVABLES TRUST 2010-A
	  
 by WILMINGTON TRUST COMPANY, not
in its individual capacity but solely as Owner Trustee

		
	By:	 	 /s/ Erwin M. Soriano

	 Name:
	 	      Erwin M. Soriano
	 Title:
	 	      Assistant Vice President

  


					
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