Common use of AMENDMENTS TO NOTE PURCHASE AGREEMENTS Clause in Contracts

AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 1.1. Section 1 of the Note Purchase Agreements is hereby amended by adding two new paragraphs at the end thereof reading in their entirety as set forth below: As an inducement to you entering into Amendment No. 1 to Note Purchase Agreements, the Company has executed and delivered or will cause to be executed and delivered, or simultaneously with the execution and delivery of Amendment No. 1 to Note Purchase Agreements will execute and deliver, and the Notes, together with all other Obligations (as defined in the Intercreditor Agreement described below), will be secured by, the Security Agreement dated as of July 1, 2003 (the "Security Agreement") from the Company and each Material Subsidiary to Bank of America, N.A., as Collateral Agent (the "Collateral Agent"), pursuant to which the Company and each Material Subsidiary shall grant a security interest (which shall be a pari passu, first priority, perfected security interest, subject to Liens permitted by Section 10.5) in the collateral defined therein to the Collateral Agent for the benefit of the holders of the Notes, certain other creditors of the Company and Bank of America, N.A. (the "Bank"), which Security Agreement will be substantially in the form attached to Amendment No. 1 to Note Purchase Agreements as Exhibit A. In addition, pursuant to that certain Intercreditor Agreement dated as of July 1, 2003 (the "Intercreditor Agreement") among the Company, the Bank, individually and as Collateral Agent, certain other creditors of the Company and the holders of the Notes, which shall be substantially in the form attached to Amendment No. 1 to Note Purchase Agreements as Exhibit B, the Bank, such other creditors and the holders of the Notes have agreed, among other things, to share in the manner set forth therein the proceeds arising from the disposition of Collateral subject to the Security Agreement.

AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 1.1. Section 1 of the Note Purchase Agreements is hereby amended by adding two new paragraphs at the end thereof reading in their entirety as set forth below: "As an inducement to you entering into Amendment No. 1 to Note Purchase Agreements, the Company has executed and delivered or will cause to be executed and delivered, or simultaneously with the execution and delivery of Amendment No. 1 to Note Purchase Agreements will execute and deliver, and the Notes, together with all other Obligations (as defined in the Intercreditor Agreement described below), will be secured by, the Security Agreement dated as of July 130, 2003 2004 (the "Security Agreement") from the Company and each Material Subsidiary Security Guarantor to Bank of AmericaFleet Retail Group, N.A.Inc., as Collateral Agent collateral agent (the "Collateral Agent"), pursuant to which the Company and each Material Subsidiary Security Guarantor shall grant a security interest (which shall be a pari passu, first priority, perfected security interest, subject to Liens permitted by Section 10.5) in the collateral defined therein to the Collateral Agent for the benefit of the holders of the Notes, certain other creditors of the Company and Bank of America, N.A. (the "Bank"), which Security Agreement will be substantially in the form attached to Amendment No. 1 to Note Purchase Agreements as Exhibit A. In addition, pursuant to that certain Collateral Agency and Intercreditor Agreement dated as of July 130, 2003 2004 (the "Intercreditor Agreement") among the Company, the BankSecurity Guarantors, individually and as the Collateral Agent, certain other creditors of the Company Agent and the holders of the NotesSecured Parties, which shall be substantially in the form attached to Amendment No. 1 to Note Purchase Agreements as Exhibit B, the Bank, such other creditors Collateral Agent and the holders of the Notes Secured Parties have agreed, among other things, to share in the manner set forth therein the proceeds arising from the disposition of Collateral of the Company and each Security Guarantor subject to the Security Agreement."

AMENDMENTS TO NOTE PURCHASE AGREEMENTS. Section 1.1. Section 1 of the Note Purchase Agreements is hereby amended by adding two new paragraphs at the end thereof reading in their entirety as set forth below: As an inducement to you entering into Amendment No. 1 2 to Note Purchase Agreements, the Company has executed and delivered or will cause to be executed and delivered, or simultaneously with the execution and delivery of Amendment No. 1 2 to Note Purchase Agreements will execute and deliver, and the Notes, together with all other Obligations (as defined in the Intercreditor Agreement described below), will be secured by, the Security Agreement dated as of July 1, 2003 (the "Security Agreement") from the Company and each Material Subsidiary to Bank of America, N.A., as Collateral Agent (the "Collateral Agent"), pursuant to which the Company and each Material Subsidiary shall grant a security interest (which shall be a pari passu, first priority, perfected security interest, subject to Liens permitted by Section 10.5) in the collateral defined therein to the Collateral Agent for the benefit of the holders of the Notes, certain other creditors of the Company and Bank of America, N.A. (the "Bank"), which Security Agreement will be substantially in the form attached to Amendment No. 1 2 to Note Purchase Agreements as Exhibit A. In addition, pursuant to that certain Intercreditor Agreement dated as of July 1, 2003 (the "Intercreditor Agreement") among the Company, the Bank, individually and as Collateral Agent, certain other creditors of the Company and the holders of the Notes, which shall be substantially in the form attached to Amendment No. 1 2 to Note Purchase Agreements as Exhibit B, the Bank, such other creditors and the holders of the Notes have agreed, among other things, to share in the manner set forth therein the proceeds arising from the disposition of Collateral subject to the Security Agreement.