Common use of BANK OF AMERICA, N Clause in Contracts

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Lender and New Vehicle Swing Line Lender By: /s/ M. Pxxxxxxx Xxx Name: M. Pxxxxxxx Xxx Title: Senior Vice President to Credit Agreement and Joinder Agreement JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ H. Dxxxx Xxxxx Name: H. Dxxxx Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Name: Pxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Name: Sxxxx X. Xxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Xxxxx Name: Mxxx Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Swingline Lender and New Vehicle Swing Line Lender an Issuing Bank By: /s/ M. Pxxxxxxx Xxx Xxxxxxx Xxxxxx Name: M. Pxxxxxxx Xxx Xxxxxxx Xxxxxx Title: Senior Vice President to Credit Agreement PNC BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxx Name: Xxxxxx X. Xxxxxxxxx Title: Senior Vice President XXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender and Joinder Agreement JPMORGAN an Issuing Bank By: /s/ Xxxxx X. Xxxxxxxxxx Name: Xxxxx X. Xxxxxxxxxx Title: Director THE ROYAL BANK OF SCOTLAND PLC, as a Lender and an Issuing Bank By: /s/ Xxxxxxx Xxxxxx Name: Xxxxxxx Xxxxxx Title: Senior Vice President DEUTSCHE BANK TRUST COMPANY AMERICAS, as a Lender By: /s/ Xxxxxx X. Xxxxxxxxxx Name: Xxxxxx X. Xxxxxxxxxx Title: Director By: /s/ Xxxxxxx Xxxxxxxx Name: Xxxxxxx Xxxxxxxx Title: Vice President XX XXXXXX CHASE BANK, N.A., as a Lender By: /s/ H. Dxxxx Xxxxx X. Xxxxxx Name: Xxxxx X. Xxxxxx Title: Vice President XXXXXXX XXXXX BANK USA, as a Lender By: /s/ Xxxx Xxxxxx Name: Xxxx Xxxxxx Title: Authorized Signatory UBS LOAN FINANCE LLC, as a Lender By: /s/ Xxxx X. Xxxx Name: Xxxx X. Xxxx Title: Associate Director By: /s/ Xxxx X. Xxxxx Name: H. Dxxxx Xxxx X. Xxxxx Title: Associate Director BARCLAYS BANK PLC, as a Lender By: /s/ Xxx Xxx Name: Xxx Xxx Title: Assistant Vice President CREDIT SUISSE AG, CAYMAN ISLANDS BRANCH, as a Lender By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice President to Credit Agreement By: /s/ Xxxxx Xxxxxxxx Name: Xxxxx Xxxxxxxx Title: Associate BNP PARIBAS, as a Lender By: /s/ Xxxxxxxx X. Xxxxxxxxx XX Name: Xxxxxxxx X. Xxxxxxxxx XX Title: Vice President By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Managing Director CITIBANK, N.A., as a Lender By: /s/ Xxxx Xxxx Xxxxxxxx Name: Xxxx Xxxx Xxxxxxxx Title: Vice President THE BANK OF NEW YORK MELLON, as a Lender By: /s/ Xxxx X. Xxxxxx Name: Xxxx X. Xxxxxx Title: Vice President THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Xxxxx Xxxxxx Name: Xxxxx Xxxxxx Title: Managing Director UNION BANK, N.A., as a Lender and Joinder Agreement WACHOVIA an Issuing Bank By: /s/ Xxxx Xxxxxxxxxx Name: Xxxx Xxxxxxxxxx Title: Vice President CIBC, INC., as a Lender By: /s/ Xxxxxx Xxxxx Name: Xxxxxx Xxxxx Title: Executive Director PNC BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx Xxxxxx X. Xxxxxx Xxxxxxxxx Name: Mxxx Xxxxxx X. Xxxxxx Xxxxxxxxx Title: Senior Vice President SOCIÉTÉ GÉNÉRALE as a Lender By: /s/ Xxx Xxxx Name: Xxx Xxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Xxxxxxx Name: Mxxx X. Xxxxxx Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATIONTHE NORTHERN TRUST COMPANY, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx Xxxxxx X. Xxxxx Name: Pxxxx Xxxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx Xxxxxxx X. Xxxxxxxx Xxxxxx Name: Sxxxx Xxxxxxx X. Xxxxxxxx Xxxxxx Title: Senior Vice President President, Utilities Division EXHIBIT A-1 FORM OF REVOLVING NOTE FOR VALUE RECEIVED, the undersigned, SIERRA PACIFIC POWER COMPANY d/b/a NV ENERGY, a Nevada corporation (the “Borrower”), HEREBY PROMISES TO PAY to the order of _________________ or its registered assigns (the “Lender”), in accordance with the provisions of the Credit Agreement (as hereinafter defined), the principal amount of each Revolving Loan from time to time made by the Lender to the Borrower under the Credit Agreement. Capitalized terms used herein and Joinder Agreement FIFTH THIRD BANKnot otherwise defined herein shall have the respective meanings assigned to such terms in the Credit Agreement. The Borrower promises to pay interest on the unpaid principal amount of each Revolving Loan from the date of such Revolving Loan until such principal amount is paid in full, at such interest rates, and payable at such times, as are specified in the Credit Agreement. All payments of principal and interest shall be made to the Administrative Agent for the account of the Lender in Dollars in immediately available funds at the Administrative Agent’s Office. If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest, to be paid upon demand, from the date thereof until the date of actual payment (and before as well as after judgment) computed at the rate per annum set forth in the Credit Agreement. This Revolving Note is one of the Revolving Notes referred to in, and is entitled to the benefits of, that certain Credit Agreement, dated as of April 28, 2010 (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”), among the Borrower, the Lenders and Issuing Banks from time to time party thereto and Bank of America, N.A., as Administrative Agent, Swingline Lender and an Issuing Bank. The Credit Agreement, among other things, (a) provides for the making of Revolving Loans by the Lender to the Borrower from time to time, the indebtedness of the Borrower resulting from each such Revolving Loan being evidenced by this Revolving Note and (b) contains provisions for acceleration of the maturity hereof upon the happening of certain stated events and also for prepayments on account of principal hereof prior to the maturity hereof upon the terms and conditions therein specified. The Lender may attach schedules to this Revolving Note and endorse thereon the date, amount and maturity of its Revolving Loans and payments with respect thereto. The Indebtedness evidenced by this Revolving Note is senior in right of payment to all Subordinated Debt. The Borrower, for itself, its successors and assigns, hereby waives diligence, presentment, demand, protest and notice of any kind. No failure to exercise, and no delay in exercising, any rights hereunder on the part of the holder hereof shall operate as a Lender waiver of such rights. This Revolving Note shall be governed by, and construed in accordance with, the laws of the State of New York (without regard to the conflicts of laws principles thereof). SIERRA PACIFIC POWER COMPANY d/b/a NV ENERGY, a Nevada corporation By: /s/ Mxxx Xxxxx _______________________________________ Name: Mxxx Xxxxx _____________________________________ Title: Vice President _____________________________________ EXHIBIT A-2 FORM OF SWINGLINE NOTE FOR VALUE RECEIVED, the undersigned, SIERRA PACIFIC POWER COMPANY d/b/a NV ENERGY, a Nevada corporation (the “Borrower”), HEREBY PROMISES TO PAY to the order of BANK OF AMERICA, N.A. or its registered assigns (the “Swingline Lender”), in accordance with the provisions of the Credit Agreement (as hereinafter defined), the principal amount of each Swingline Loan from time to time made by the Swingline Lender to the Borrower under the Credit Agreement. Capitalized terms used herein and Joinder not otherwise defined herein shall have the respective meanings assigned to such terms in the Credit Agreement. The Borrower promises to pay interest on the unpaid principal amount of each Swingline Loan from the date of such Swingline Loan until such principal amount is paid in full, at such interest rates, and payable at such times, as are specified in the Credit Agreement. All payments of principal and interest shall be made directly to the Swingline Lender in Dollars in immediately available funds. If any amount is not paid in full when due hereunder, such unpaid amount shall bear interest, to be paid upon demand, from the due date thereof until the date of actual payment (and before as well as after judgment) computed at the rate per annum set forth in the Credit Agreement. This Swingline Note is the Swingline Note referred to in, and is entitled to the benefits of, that certain Credit Agreement, dated as of April 28, 2010 (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”), among the Borrower, the Lenders and Issuing Banks from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Swingline Lender and an Issuing Bank. The Credit Agreement, among other things, (a) provides for the making of Swingline Loans by the Swingline Lender to the Borrower from time to time, the indebtedness of the Borrower resulting from each such Swingline Loan being evidenced by this Swingline Note and (b) contains provisions for acceleration of the maturity hereof upon the happening of certain stated events and also for prepayments on account of principal hereof prior to the maturity hereof upon the terms and conditions therein specified. The Swingline Lender may attach schedules to this Swingline Note and endorse thereon the date, amount and maturity of its Swingline Loans and payments with respect thereto. The Indebtedness evidenced by this Swingline Note is senior in right of payment to all Subordinated Debt. The Borrower, for itself, its successors and assigns, hereby waives diligence, presentment, demand, protest and notice of any kind. No failure to exercise, and no delay in exercising, any rights hereunder on the part of the holder hereof shall operate as a waiver of such rights. This Swingline Note shall be governed by, and construed in accordance with, the laws of the State of New York (without regard to the conflicts of laws principles thereof). SIERRA PACIFIC POWER COMPANY d/b/a NV ENERGY, a Nevada corporation By: _______________________________________ Name: _____________________________________ Title: _____________________________________ EXHIBIT A-3 FORM OF NOTICE OF REVOLVING BORROWING Date: __________, 201_ To: Bank of America, N.A., as Administrative Agent Ladies and Gentlemen: The undersigned, Sierra Pacific Power Company d/b/a NV Energy, a Nevada corporation (the “Borrower”), refers to that certain Credit Agreement, dated as of April 28, 2010 (as amended, restated, modified or supplemented from time to time, the “Credit Agreement”), among the Borrower, the Lenders and Issuing Banks from time to time party thereto and Bank of America, N.A., as Administrative Agent, Swingline Lender and an Issuing Bank, and hereby gives you notice, irrevocably, pursuant to Section 3.1 of the Credit Agreement that the undersigned hereby requests a Borrowing of Revolving Loans under the Credit Agreement, and in connection with such Borrowing sets forth below the information relating to such Borrowing (the “Proposed Borrowing”) as required by Section 3.1(a) of the Credit Agreement:

BANK OF AMERICA, N. A., as a Lender, an L/C Issuer, Swing Line Lender Issuer and New Vehicle Swing Line a Swingline Lender By: /s/ M. Pxxxxxxx Xxx Pxxxxx Xxxxxxxx Name: M. Pxxxxxxx Xxx Pxxxxx Xxxxxxxx Title: Vice President BANK OF CHINA, LOS ANGELES BRANCH, as a Lender By: /s/ Yong Ou Name: Yong Ou Title: SVP and Branch Manage BAYERISCHE LANDESBANK, NEW YORK BRANCH, as a Lender By: /S/ Axxxxxxx Xxxxxxxx Name: Axxxxxx Xxxxxxxx Title: Senior Director By: /S/ Gxxx Xxxxxxxx Name: Gxxx Xxxxxxxx Title: Vice President BNP PARIBAS, as a Lender By: /S/ Bxxxxxx Xxxx Name: Bxxxxxx Xxxx Title: Managing Director By: /S/ Chief Marbumrung Name: Chief Marbumrung Title: Vice President Avnet, Inc. Amendment No. 1 to Amended and Restated Credit Agreement COMMERZBANK AG, NEW YORK, as a Lender By: /s/ Nxxx Xxxxxxx Name: Nxxx xxxxxxx Title: Director By: /S/ Bxxxxx Xxxxxx Name: Bxxxxx Xxxxxx Title: Vice President DBS BANK LTD., as a Lender By: /S/ Jxxxxxx Xxxx Name: Jxxxxxx Xxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement HSBC BANK USA, N.A., as a Lender By: /S/ Axxxx Xxxxxx Name: Axxxx Xxxxxx Title: Director JPMORGAN CHASE BANK, N.A., as a Lender By: /S/ Jxxx Xxxxxxxxx Name: Jxxx Xxxxxxxxx Title: Executive Director Avnet, Inc. Amendment No. 1 to Amended and Restated Credit Agreement KBC BANK N.V., NEW YORK BRANCH, as a Lender By: /s/ H. Dxxxx Nxxxxxxx X. Xxxxx Name: H. Dxxxx Nxxxxxxx X. Xxxxx Title: Director By: /s/ Sxxxx Xxxxxx Name: Sxxxx Xxxxxx Title: Managing Director MIZUHO BANK, LTD, as a Lender By: /S/ Txxxx Xxxx Name: Txxxx Xxxx Title: Executive Director MUFG BANK, LTD., as a Lender By: /S/ Lxxxxxx Xxx Name: Lxxxxxx Xxx Title: Director PNC BANK, NATIONAL ASSOCIATION, as a Lender By: /S/ Kxxx Xxxxxxxx Name: Kxxx Xxxxxxxx Title: SVP Avnet, Inc. Amendment No. 1 to Amended and Restated Credit Agreement STANDARD CHARTERED BANK, as a Lender By: /s/ Jxxxx Xxxx Name: Jxxxx Xxxx Title: Associate Director SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /S/ Rxxxxxx Xxxxxxxxx Name: Rxxxxxx Xxxxxxxxx Title: Managing Director THE BANK OF NOVA SCOTIA, as a Lender By: /s/ Jxxxx Xxxxx Name: Jxxxx Xxxxx Title: Director TRUST BANK (f/k/a Branch Banking and Trust Company and as a successor by merger to SunTrust Bank), as a Lender By: /s/ Bxxxx Xxxx Name: Bxxxx Xxxx Title: Senior Vice President Avnet, Inc. Amendment No. 1 to Amended and Restated Credit Agreement and Joinder Agreement WACHOVIA UNICREDIT BANK AG, NEW YORK BRANCH, as a Lender By: /S/ Cxxxxxxxx Xxxxxxxx Name: Cxxxxxxxx Xxxxxxxx Title: Director By: /S/ Lxxxx Xxxxxxxxxxx Name: Lxxxx Xxxxxxxxxxx Title: Associate Director U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Pxxxxxx Xxx Name: Pxxxxxx Xxx Title: SVP WXXXX FARGO BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx X. Xxxxxx Xxxxxxxxxx Name: Mxxx X. Xxxxxx Xxxxxxxxxx Title: Vice President Director Avnet, Inc. Amendment No. 1 to Amended and Restated Credit Agreement Signature Page Annex A See attached. Annex A AMENDED AND RESTATED CREDIT AGREEMENT Dated as of June 28, 2018 (as amended through Amendment No. 1 to Amended and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Managing Director to Restated Credit Agreement dated as of August 4, 2020), among AVNET, INC. and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATIONCERTAIN SUBSIDIARIES as Borrowers, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANKBANK OF AMERICA, N.A., as a Administrative Agent, Swing Line Lender By: /s/ Pxxxx X. Xxxxx Name: Pxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANCan L/C Issuer, BNP PARIBAS, THE BANK OF NOVA SCOTIA, MUFG BANK, LTD., MIZUHO BANK, LTD. and JX XXXXXX CHASE BANK, N.A as Co-Syndication Agents, and The Other Lenders Party Hereto MXXXXXX LYNCH, PIERCE, FXXXXX & SXXXX INCORPORATED BofA SECURITIES, INC. (as successor to Mxxxxxx Lynch, Pierce, Fxxxxx & Sxxxx Incorporated), BNP PARIBAS SECURITIES CORP., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL THE BANK OF CANADANOVA SCOTIA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Name: Sxxxx X. Xxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD MUFG BANK, LTD. MIZUHO BANK, LTD. and JX XXXXXX CHASE BANK, N.A. as a Lender By: /s/ Mxxx Xxxxx Name: Mxxx Xxxxx Title: Vice President to Credit Agreement Joint Lead Arrangers and Joinder AgreementJoint Bookrunners

BANK OF AMERICA, N. A., as the Backup Administrative Agent, a Lender, L/C Issuer, Swing Line Swingline Lender and New Vehicle Swing Line a Lender By: /s/ M. Pxxxxxxx Xxx Sxxxxxx Xxxx Name: M. Pxxxxxxx Xxx Sxxxxxx Xxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement JPMORGAN CHASE BANKDirector SEVENTH AMENDMENT TO CREDIT AGREEMENT MUFG Bank, N.A.Ltd., as a Lender By: /s/ H. Dxxxx Xxxxx Jxxxx Xxxxxxx Name: H. Dxxxx Xxxxx Jxxxx Xxxxxxx Title: Director SEVENTH AMENDMENT TO CREDIT AGREEMENT Bank of Montreal, as a Lender By: /s/ Axxx Xxxx Name: Axxx Xxxx Title: Director SEVENTH AMENDMENT TO CREDIT AGREEMENT BANCO BILBAO VIZCAYA ARGENTARIA, S.A, NEW YORK BRANCH, as a Lender By: /s/ Bxxxx Xxxxxxx Name: Bxxxx Xxxxxxx Title: Managing Director By: /s/ Mxxxxx Xxxxxxxxx Name: Mxxxxx Xxxxxxxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement WACHOVIA SEVENTH AMENDMENT TO CREDIT AGREEMENT FIFTH THIRD BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx X. Xxxxxx Jxxxxxxx Xxxxx Name: Mxxx X. Xxxxxx Jxxxxxxx Xxxxx Title: Senior Vice President to Credit Agreement SEVENTH AMENDMENT TO CREDIT AGREEMENT Industrial and Joinder Agreement SUNTRUST BANKCommercial Bank of China LTD, New York Branch, as a Lender By: /s/ Mxxx X. Xxxxxx Lxxxxx Xxx Name: Mxxx X. Xxxxxx Lxxxxx Xxx Title: Managing Relationship Manager By: /s/ Jxxxxxx Xxxx Name: Jxxxxxx Xxxx Title: Executive Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR SEVENTH AMENDMENT TO CREDIT CORPORATIONAGREEMENT MIZUHO BANK, LTD., as a Lender By: /s/ Wxxxxxx Xxxxx Dxxxx XxXxxxxxxxx Name: Wxxxxxx Xxxxx Dxxxx XxXxxxxxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO Authorized Signatory SEVENTH AMENDMENT TO CREDIT AGREEMENT PNC BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Dxxxx Xxxxxxx Name: Dxxxx Xxxxxxx Title: Assistant Vice President SEVENTH AMENDMENT TO CREDIT AGREEMENT CITIBANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Mxxxxxx Xxxxxxx Name: Pxxxx X. Xxxxx Mxxxxxx Xxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement SEVENTH AMENDMENT TO CREDIT SUISSEAGREEMENT CREDIT SUISSE AG, CAYMAN ISLAND ISLANDS BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Dxxxxx Xxxx Name: Sxxxx Dxxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Kxxxx Xxxx Name: Sxxxx X. Xxxxxxxx Kxxxx Xxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Xxxxx Name: Mxxx Xxxxx Title: Vice President to Credit Agreement and Joinder AgreementAuthorized Signatory SEVENTH AMENDMENT TO CREDIT AGREEMENT

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Lender and New Vehicle Swing Line Lender By: /s/ M. Pxxxxxxx Xxxxxxxx Xxx Name: M. Pxxxxxxx Xxxxxxxx Xxx Title: Senior Vice President to Credit Agreement and Joinder Agreement JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ H. Dxxxx Xxxxx Xxxxx Name: H. Dxxxx Xxxxx Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx Xxxx X. Xxxxxx Name: Mxxx Xxxx X. Xxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx Xxxx X. Xxxxxx Name: Mxxx Xxxx X. Xxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxxxx Xxxxx Name: Wxxxxxx Xxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX XXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx Xxxxx X. Xxxxx Name: Pxxxx Xxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx Xxxxxxx X. Xxxxxxx Name: Wxxxxxx Xxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxxx Xxxx Name: Sxxxx Xxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx Xxxxx X. Xxxxxxxx Name: Sxxxx Xxxxx X. Xxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Xxxx Xxxxx Name: Mxxx Xxxx Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement

BANK OF AMERICA, N. A., as a Swingline Lender, L/C Issuer, Swing Line Issuing Lender and New Vehicle Swing Line Lender By: /s/ M. Pxxxxxxx Xxx Bxxxxxx X. Xxxx Name: M. Pxxxxxxx Xxx Bxxxxxx X. Xxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement CREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page WACHOVIA BANK, NATIONAL ASSOCIATION By: /s/ Mxxxxxx Xxxxxxx Name: Mxxxxxx Xxxxxxx Title: Vice President CREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page JPMORGAN CHASE BANK, N.A., as a Lender N.A. By: /s/ H. Dxxxx Xxxxx Rxxxxx X. Xxxxxxx Name: H. Dxxxx Xxxxx Rxxxxx X. Xxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement WACHOVIA BANKCREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page CITIBANK, NATIONAL ASSOCIATION, as a Lender N.A. By: /s/ Mxxx Sxxxx X. Xxxxxx Name: Mxxx Sxxxx X. Xxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANKCREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page HSBC BANK USA, as a Lender NATIONAL ASSOCIATION By: /s/ Mxxx Axxxxxx X. Xxxxxx Xxxxxxx Name: Mxxx Axxxxxx X. Xxxxxx Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR First Vice President CREDIT CORPORATION, as a Lender AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page SUNTRUST BANK By: /s/ Wxxxxxx Xxxxx Kxx Xxxxxxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Name: Pxxxx X. Xxxxx Kxx Xxxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender CREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page US BANK NATIONAL ASSOCIATION By: /s/ Wxxxxxx Mxxxxxx X. Xxxxxxx Name: Wxxxxxx Mxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President CREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page LXXXXX BROTHERS COMMERCIAL BANK By: /s/ Mxxxxxx Xxxxxxxxxxx Gxxxxx Xxxxx Name: Mxxxxxx Xxxxxxxxxxx Gxxxxx Xxxxx Title: Associate to Chief Credit Agreement and Joinder Agreement ROYAL BANK Officer CREDIT AGREEMENT — CORRECTIONS CORPORATION OF CANADA, as a Lender AMERICA Signature Page BRANCH BANKING AND TRUST COMPANY By: /s/ Sxxxx R. Axxxxx Xxxx Name: Sxxxx R. Axxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Name: Sxxxx X. Xxxxxxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Xxxxx Name: Mxxx Xxxxx Title: Vice President to Credit Agreement and Joinder AgreementCREDIT AGREEMENT — CORRECTIONS CORPORATION OF AMERICA Signature Page

BANK OF AMERICA, N. A., as a Lender, Lender and L/C Issuer, Swing Line Lender and New Vehicle Swing Line Lender Issuer By: /s/ M. Pxxxxxxx Xxx Wxxx X. Xxxxxx, Jr. Name: M. Pxxxxxxx Xxx Wxxx X. Xxxxxx, Jr. Title: Senior Vice President to Credit Agreement and Joinder Agreement JPMORGAN CHASE BANK, N.A.GXXXXXX SXXXX BANK USA, as a Lender By: /s/ H. Dxxxx Xxxxx Jxxxxxxx Xxxxxxx Name: H. Dxxxx Xxxxx Jxxxxxxx Xxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement WACHOVIA Authorized Signatory MIZUHO BANK, NATIONAL ASSOCIATIONLTD, as a Lender By: /s/ Mxxx X. Xxxxxx Dxxxx XxXxxxxxxxx Name: Mxxx X. Xxxxxx Dxxxx XxXxxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Managing Executive Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Name: Pxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Txx XxXxxxx Name: Sxxxx Xxxx Txx XxXxxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATIONTRUIST Bank, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Rxxx Xxxxxx Name: Sxxxx X. Xxxxxxxx Rxxx Xxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANKDirector SUMITOMO MITSUI BANKING CORPORATION, as a Lender By: /s/ Mxxx Kxxxxxxxx Xxxxx Name: Mxxx Kxxxxxxxx Xxxxx Title: Director MXXXXX SXXXXXX BANK, N.A., as a Lender By: /s/ Mxxxxxx Xxxx Name: Mxxxxxx Xxxx Title: Authorized Signatory BARCLAYS BANK PLC, as a Lender By: /s/ Cxxxx Xxxxxx Name: Cxxxx Xxxxxx Title: Director BNP Paribas, as a Lender By: /s/ Jxxxx Xxxxxxx Name: Jxxxx Xxxxxxx Title: Managing Director By: /s/ Kxxx Xxxxxxxxxxx Name: Kxxx Xxxxxxxxxxx Title: Director Rxxxxxx Jxxxx Bank, as a Lender By: /s/ Axxxxxxxx Xxxxxx Name: Axxxxxxxx Xxxxxx Title: Senior Vice President to Credit Agreement and Joinder AgreementPresident

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Lender and New Vehicle Swing Line Lender an Issuing Bank John E. Williams By: /s/ M. Pxxxxxxx Xxx /s/_____________________________ Name: M. Pxxxxxxx Xxx John E. Williams Title: Senior Sxxxxx Xxxx Xxxxxdent CONSENT AGREEMENT GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender Brian P. Schwinn By: /s/_______________________________ Name: Brian P. Schwinn Title: Dxxx Xxxxxxxxxx Xignatory CONSENT AGREEMENT HSBC BUSINESS CREDIT (USA) INC., as a Lender Dan Bueno By: /s/_________________________________ Name: Dan Bueno Title: Vice President to Credit Agreement and Joinder Agreement Prexxxxxx CONSENT AGREEMENT JPMORGAN CHASE BANK, N.A.as a Lender James A. Knight By: /s/_______________________________ Name: James A. Knight Title: Vixx Xxxxxxxxx CONSENT AGREEMENT SHANGHAI COMMERCIAL BANK LTD., as a Lender and an Issuing Bank Timothy Chan By: /s/ H. Dxxxx Xxxxx /s/_________________________________ Name: H. Dxxxx Xxxxx Timothy Chan Title: Vice President to Credit Agreement and Joinder Agreement Xxxxxxxxx Cheu N. Wu By: /s/_________________________________ Name: Cheu N. Wu Title: Associaxx Xxxx Xxesident CONSENT AGREEMENT THE CIT GROUP/COMMERCIAL SERVICES, INC., as a Lender William Johannesen By: /s/_________________________________ Name: William Johannesen Title: Xxxx Xxxxxxxxx CONSENT AGREEMENT WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender and an Issuing Bank Anne L. Sayles By: /s/ Mxxx X. Xxxxxx /s/______________________________ Name: Mxxx X. Xxxxxx Anne L. Sayles Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST Senxxx Xxxx Xxxxxdent CONSENT AGREEMENT HSBC BANK USA, NATIONAL ASSOCIATION (formerly HSBC Bank USA), as an Issuing Bank Jose M. Cruz By: /s/________________________________ Name: Jose M. Cruz Title: Senixx Xxxx Xxxxident CONSENT AGREEMENT PNC BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Name: Pxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender James A. Colella By: /s/ Sxxxx X. Xxxxxxxx /s/________________________________ Name: Sxxxx X. Xxxxxxxx James A. Colella Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANKMxxxxxxx Xxxxxxxx CONSENT AGREEMENT ISRAEL DISCOUNT BANK OF NEW YORK, as a Lender Andy Ballia By: /s/ Mxxx Xxxxx /s/_______________________________ Name: Mxxx Xxxxx Andy Ballia Title: First Vice President to Credit Agreement and Joinder AgreementRonald Bongiovanni By: /s/_________________________________ Name: Ronald Bongiovanni Title: Xxxxxx Xxxx Xxxxident

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Lender and New Vehicle Swing Line Lender By: /s/ M. Pxxxxxxx Xxx Name: M. Pxxxxxxx Xxx Title: Senior Vice President to Credit Agreement and Joinder Agreement JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ H. Dxxxx Xxxxx Name: H. Dxxxx Xxxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxx Mxxx Doi Name: Wxxxxxx Xxxxx Mxxx Doi Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Pxxxxxxx Xxxxxxx Name: Pxxxx X. Xxxxx Pxxxxxxx Xxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, SCOTIABANC INC., as a Lender By: /s/ Wxxxxxx J. X. Xxxxxxx Xxxx Name: Wxxxxxx J. X. Xxxxxxx Xxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Dxxxxx Xxxx Name: Cxxxxxxxx Xxxxxxx Dxxxxx Xxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Sxxxxxx Xxxxx Name: Mxxxxxx Xxxxxxxxxxx Sxxxxxx Xxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Jxxxxxxx Xxxxxx Name: Sxxxx X. Xxxxxxxx Jxxxxxxx Xxxxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD COMERICA BANK, as a Lender By: /s/ Mxxx Xxxxx Jxxxxx X. Xxxxxxxx Name: Mxxx Xxxxx Jxxxxx X. Xxxxxxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Lender and New Vehicle Swing Line the Issuing Lender By: /s/ M. Pxxxxxxx Xxx Bxxxxxx X. Xxxxxxx Name: M. Pxxxxxxx Xxx Bxxxxxx X. Xxxxxxxx Title: Senior Vice President Principal **Signature Page to Amendment No. 1 to the Credit Agreement** ***Signature Pages to Amendment No. 1 to the Credit Agreement and Joinder Agreement JPMORGAN CHASE follow*** SUNTRUST BANK, N.A.as Syndication Agent, a Joint Book Manager and a Lender By: /s/ Bxxxx Xxxxx Name: Bxxxx Xxxxx Title: Director **Signature Page to Amendment No. 1 to the Credit Agreement** ***Signature Pages to Amendment No. 1 to the Credit Agreement follow*** GENERAL ELECTRIC CAPITAL CORPORATION, as a Lender By: /s/ H. Dxxxx Xxxxx Kxxx Xxxxxxx Name: H. Dxxxx Xxxxx Kxxx Xxxxxxx Title: Vice President Duly Authorized Signatory **Signature Page to Amendment No. 1 to the Credit Agreement** ***Signature Pages to Amendment No. 1 to the Credit Agreement and Joinder Agreement WACHOVIA BANK, NATIONAL ASSOCIATIONfollow*** BANK OF MONTREAL, as a Lender By: /s/ Mxxx X. Xxxxxx Nxxxxxxx Xxxxxxxxxxx Name: Mxxx X. Xxxxxx Nxxxxxxx Xxxxxxxxxxx Title: Vice President Director **Signature Page to Amendment No. 1 to the Credit Agreement** ***Signature Pages to Amendment No. 1 to the Credit Agreement and Joinder Agreement SUNTRUST follow*** NATIONAL CITY BANK, as a Lender By: /s/ Mxxx Jxxxxx X. Xxxxxx Name: Mxxx Jxxxxx X. Xxxxxx Title: Managing Director Senior Vice President **Signature Page to Amendment No. 1 to the Credit Agreement** ***Signature Pages to Amendment No. 1 to the Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement follow*** WXXXX FARGO BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Name: Pxxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANCFOOTHILL, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Name: Sxxxx X. Xxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Jxxxxx Xxxxx Name: Mxxx Jxxxxx Xxxxx Title: Vice President **Signature Page to Amendment No. 1 to the Credit Agreement** ***Signature Pages to Amendment No. 1 to the Credit Agreement and Joinder Agreementfollow*** Bank of America, N.A., as Administrative Agent February ___, 2007 Page 1

BANK OF AMERICA, N. A., as the Backup Administrative Agent, a Lender, L/C Issuer, Swing Line Swingline Lender and New Vehicle Swing Line a Lender By: /s/ M. Pxxxxxxx Xxx Txxxxx X. Xxxxx Name: M. Pxxxxxxx Xxx Txxxxx X. Xxxxx Title: Senior Vice President to Credit Agreement and Joinder Agreement THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /s/ Oxxxx X. Xxxxxx Name: Oxxxx X. Xxxxxx Title: Vice President BANK OF CHINA, NEW YORK BRANCH, as a Lender By: /s/ Cxxx Xx Name: Cxxx Xx Title: President & U.S.A. CEO THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) BANK OF MONTREAL (CHICAGO BRANCH), as a Lender By: /s/ Mxxxxxx Xxxxxxx Name: Mxxxxxx Xxxxxxx Title: Vice President BANK OF MONTREAL (LONDON BRANCH), as a Lender By: /s/ Axxxxxx Xxxxx Name: Axxxxxx Xxxxx Title: Managing Director By: /s/ Rxxxxx Xxxxx Name: Rxxxxx Xxxxx Title: Director, Operations THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) COMPASS BANK, as a Lender By: /s/ W. Bxxx Xxxxx Name: W. Bxxx Xxxxx Title: Senior Vice President THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) FIFTH THIRD BANK, as a Lender By: /s/ Kxxxxxx X. Deere Name: Kxxxxxx X. Deere Title: Senior Vice President THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ H. Dxxxx Xxxxx Name: H. Dxxxx Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement WACHOVIA BANK, NATIONAL ASSOCIATION, as a Lender By: /s/ Mxxx Kxxxxxx X. Xxxxxx Name: Mxxx Kxxxxxx X. Xxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANK, as a Lender By: /s/ Mxxx X. Xxxxxx Name: Mxxx X. Xxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR THIRD AMENDMENT TO CREDIT CORPORATION, as a Lender By: /s/ Wxxxxxx Xxxxx Name: Wxxxxxx Xxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO AGREEMENT (FIVE-YEAR FACILITY) MXXXXX SXXXXXX BANK, N.A., as a Lender By: /s/ Pxxxx X. Xxxxx Mxxxxxx Xxxx Name: Pxxxx X. Xxxxx Mxxxxxx Xxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC.Authorized Signatory THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY) SOCIÉTÉ GÉNÉRALE, as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Name: Sxxxx X. Xxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Nxxxx Xxxxx Name: Mxxx Nxxxx Xxxxx Title: Vice President to Credit Agreement and Joinder AgreementDirector THIRD AMENDMENT TO CREDIT AGREEMENT (FIVE-YEAR FACILITY)

BANK OF AMERICA, N. A., as a Lender, L/C Issuer, Swing Line Lender Issuer and New Vehicle Swing Line Lender By: /s/ M. Pxxxxxxx Rxxxxx X. XxXxxx Name: Rxxxxx X. XxXxxx Title: Managing Director WXXXX FARGO BANK, N.A., as Syndication Agent and a Lender By: /s/ Dxxxx X. Xxxxxx Name: Dxxxx X. Xxxxxx Title: Director BMO HXXXXX FINANCING, INC., as a Lender By: /s/ Kxxxx Xxxxx Name: Kxxxx Xxxxx Title: Director CITIBANK, N.A., as Co-Documentation Agent and a Lender By: /s/ Jxxx X. Xxxxxx Name: Jxxx X. Xxxxxx Title: Attorney-in-Fact BANK OF MONTREAL, as Co-Documentation Agent By: /s/ Kxxxx Xxxxx Name: Kxxxx Xxxxx Title: Director THE BANK OF TOKYO-MITSUBISHI UFJ, LTD., as a Lender By: /s/ Mxxxx Xxxxxxxx Name: Mxxxx Xxxxxxxx Title: Vice President DEUTSCHE BANK AG NEW YORK BRANCH, as a Lender By: /c/ Vxxxxxxx Xxxxxxx Name: Vxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxx X. Xxx Name: M. Pxxxxxxx Mxxx X. Xxx Title: Senior Vice President to Credit Agreement and Joinder Agreement DNB BANK ASA, GRAND CAYMAN BRANCH, as a Lender By: /s/ Exxx Xxxxxx Name: Exxx Xxxxxx Title: Vice President By: /s/ Axxxxx Xxxxxx Name: Axxxxx Xxxxxx Title: Vice President JPMORGAN CHASE BANK, N.A., as a Lender By: /s/ H. Dxxxx Mxxxxxxx Xxxxx Name: H. Dxxxx Mxxxxxxx Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement WACHOVIA BANK, NATIONAL ASSOCIATIONXXXXX XXXX XX XXXXXX, as a Lender By: /s/ Mxxx Jxx X. Xxxxxx Xxxxxxx Name: Mxxx Jxx X. Xxxxxx Xxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement SUNTRUST BANKAuthorized Signatory XXX XXXXX XXXX XX XXXXXXXX plc, as a Lender By: /s/ Mxxx Bxxxx X. Xxxxxx Xxxxxxxx Name: Mxxx Bxxxx X. Xxxxxx Xxxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement TOYOTA MOTOR CREDIT CORPORATIONAuthorized Signatory XXXXXXX XXXXXXXX (XXXXX) LLC, as a Lender By: /s/ Wxxxxxx Xxxxx Kxxxx Xxxxxx Name: Wxxxxxx Xxxxx Kxxxx Xxxxxx Title: National Dealer Credit Manager to Credit Agreement and Joinder Agreement WXXXX FARGO BANK, N.A.Authorized Signatory USB LOAN FINANCE LLC, as a Lender By: /s/ Pxxxx Ixxx X. Xxxx Name: Ixxx X. Xxxx Title: Associate Director By: /s/ Mxxx X. Xxxxx Name: Pxxxx Mxxx X. Xxxxx Title: Vice President to Credit Agreement and Joinder Agreement SCOTIABANC, INC., as a Lender By: /s/ Wxxxxxx X. Xxxxxxx Name: Wxxxxxx X. Xxxxxxx Title: Managing Director to Credit Agreement and Joinder Agreement CREDIT SUISSE, CAYMAN ISLAND BRANCH, as a Lender By: /s/ Cxxxxxxxx Xxxxxxx Name: Cxxxxxxxx Xxxxxxx Title: Vice President By: /s/ Mxxxxxx Xxxxxxxxxxx Name: Mxxxxxx Xxxxxxxxxxx Title: Associate to Credit Agreement and Joinder Agreement ROYAL BANK OF CANADA, as a Lender By: /s/ Sxxxx Xxxx Name: Sxxxx Xxxx Title: Authorized Signatory to Credit Agreement and Joinder Agreement U.S. BANK NATIONAL ASSOCIATION, as a Lender By: /s/ Sxxxx X. Xxxxxxxx Name: Sxxxx X. Xxxxxxxx Title: Vice President to Credit Agreement and Joinder Agreement FIFTH THIRD BANK, as a Lender By: /s/ Mxxx Xxxxx Name: Mxxx Xxxxx Title: Vice President to Credit Agreement and Joinder AgreementDirector