WITH AN ORIGINAL TERM TO MATURITY GREATER THAN 66
MONTHS AND LESS THAN OR EQUAL TO 72 MONTHS AND PROVIDED FURTHER THAT ANY
CONTRACTS ACQUIRED IN THE PREFUNDING PERIOD WITH AN ORIGINAL TERM TO MATURITY
GREATER THAN 66 MONTHS AND LESS THAN OR EQUAL TO 72 MONTHS WERE EITHER
ORIGINATED VIA THE SELLER'S DIRECT ORIGINATION PROGRAM OR RELATE TO VEHICLES
THAT WERE NO MORE THAN ONE MODEL YEAR OLD AS OF THE DATE OF ORIGINATION OF THE
RELATED CONTRACT.
(T)
ANNUAL PERCENTAGE RATE.
EACH CONTRACT
HAS AN APR OF AT LEAST 5.0%; PROVIDED, HOWEVER, THAT AS OF THE PREFUNDING
ACCOUNT ENDING DATE, THE WEIGHTED AVERAGE APR OF ALL CONTRACTS SHALL NOT BE LESS
THAN 15.45%.
(U)
LOCATION OF CONTRACT FILES.
THE CONTRACT
FILES ARE COMPLETE AND HAVE BEEN DELIVERED TO THE CUSTODIAN PRIOR TO THE
APPLICABLE PURCHASE DATE AND ARE MAINTAINED AT THE LOCATION LISTED IN SCHEDULE 2
TO THIS AGREEMENT; PROVIDED, HOWEVER, THAT THE DEPOSITOR SHALL HAVE 180 DAYS
AFTER THE DATE THAT THE APPLICABLE CONTRACT IS TRANSFERRED TO THE TRUST TO
DELIVER TO THE CUSTODIAN ANY CERTIFICATE OF TITLE OR OTHER EVIDENCE IN LIEU OF A
CERTIFICATE OF TITLE REASONABLY ACCEPTABLE TO THE INSURER CONTAINED IN SUCH
CONTRACT FILE.
(V).
NO DELINQUENT CONTRACTS OR DEFAULTED
CONTRACTS.
AS OF THE APPLICABLE CUTOFF DATE, NO CONTRACT WAS A DELINQUENT
CONTRACT OR A DEFAULTED CONTRACT.
(W)
OFFERING MEMORANDUM DATA.
THE TABULAR AND
NUMERICAL DATA CONTAINED IN THE OFFERING MEMORANDUM RELATING TO THE
CHARACTERISTICS OF THE CONTRACTS IS TRUE AND CORRECT IN ALL MATERIAL RESPECTS.
(X)
NO DEFAULTS.
NO CONTRACT IS DUE FROM AN
OBLIGOR THAT HAS PREVIOUSLY DEFAULTED ON A RETAIL INSTALLMENT SALES CONTRACT OR
PROMISSORY NOTE AND SECURITY AGREEMENT PURCHASED BY THE SELLER.
(Y)
FINAL SCHEDULED PAYMENT DATE.
THE ORIGINAL
FINAL SCHEDULED PAYMENT DATE FOR EACH CONTRACT IS ON OR BEFORE MARCH 31, 2010.
(Z)
ORIGINATOR AGREEMENT.
EACH CONTRACT IS
SUBJECT TO AN ORIGINATOR AGREEMENT WITH THE SELLER AND WHICH IF ACQUIRED BY THE
SELLER PURSUANT TO A "BULK PURCHASE" FROM ANOTHER ORIGINATOR HAS BEEN APPROVED
BY THE INSURER; PROVIDED, HOWEVER THAT RECEIVABLES ORIGINATED UNDER THE SELLER'S
DIRECT ORIGINATION PROGRAM ARE EVIDENCED BY A PROMISSORY NOTE.
(AA)
LOCKBOX.
THE OBLIGOR WITH RESPECT TO EACH
CONTRACT HAS BEEN INSTRUCTED TO MAKE PAYMENTS UNDER THE CONTRACT TO A LOCKBOX
WHICH IS UNDER THE CONTROL OF THE SERVICER.
(BB)
UNITED STATES OBLIGOR.
EACH CONTRACT IS DUE FROM
AN OBLIGOR WHICH HAS PROVIDED AS ITS MOST RECENT BILLING ADDRESS AN ADDRESS
LOCATED IN THE UNITED STATES OF AMERICA.
(CC)
U.S. DOLLARS.
EACH CONTRACT IS PAYABLE IN THE
LAWFUL MONEY OF THE UNITED STATES OF AMERICA.
22
(DD)
NO WAIVER OR MODIFICATION.
NO CONTRACT HAS BEEN
WAIVED OR MODIFIED AS OF THE APPLICABLE CUTOFF DATE EXCEPT AS PERMITTED BY THE
SERVICING AGREEMENT.
(EE)
PERFECTION REPRESENTATIONS.
THE PERFECTION
REPRESENTATIONS, WARRANTIES AND COVENANTS MADE BY THE DEPOSITOR AND SET FORTH ON
SCHEDULE 3 HERETO SHALL BE A PART OF THIS AGREEMENT FOR ALL PURPOSES.
(FF)
DIRECT PROGRAM ORIGINATION.
NOT LESS THAN
21.0% OF THE AGGREGATE PRINCIPAL