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EXHIBIT 4(c)(9)
FOURTH AMENDMENT
TO
THIRD AMENDED AND RESTATED CREDIT AGREEMENT
This FOURTH AMENDMENT TO THIRD AMENDED AND RESTATED CREDIT AGREEMENT
("Fourth Amendment") is made as of this 30th day of November, 2000 by and among
Credit Acceptance Corporation, a Michigan corporation ("Company"), the Permitted
Borrowers signatory hereto (each, a "Permitted Borrower" and collectively, the
"Permitted Borrowers"), Comerica Bank and the other banks signatory hereto
(individually, a "Bank" and collectively, the "Banks") and Comerica Bank, as
agent for the Banks (in such capacity, "Agent").
RECITALS
A. Company, Permitted Borrowers, Agent and the Banks entered into
that certain Third Amended and Restated Credit Agreement dated as of June 15,
1999, a First Amendment dated as of December 10, 1999, a Second Amendment dated
as of April 28, 2000 and a Third Amendment dated as of June 13, 2000
(collectively, the "Credit Agreement") under which the Banks renewed and
extended (or committed to extend) credit to the Company and the Permitted
Borrowers, as set forth therein.
B. The Company and the Permitted Borrowers have requested that
Agent and the Banks agree to a further amendment to the Credit Agreement and
Agent and the Banks are willing to do so, but only on the terms and conditions
set forth in this Fourth Amendment.
NOW, THEREFORE, Company, Permitted Borrowers, Agent and the Banks
agree:
l. Section 1 of the Credit Agreement is hereby amended to
increase the "Swing Line Maximum Amount" from Seven Million
Five Hundred Thousand Dollars ($7,500,000) to Twelve Million
Dollars ($12,000,000).
2. This Fourth Amendment shall become effective, according to the
terms and as of the date hereof, upon satisfaction by the
Company and the Permitted Borrowers, on or before November 30,
2000, of the following conditions:
(a) Agent shall have received counterpart originals of
this Fourth Amendment, in each case duly executed and
delivered by Company, the Permitted Borrowers and the
requisite Banks, in form satisfactory to Agent and
the Banks; and
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(b) Agent shall have received from the Company and each
of the Permitted Borrowers duly executed replacement
Swing Line Notes and a certification (i) that all
necessary actions have been taken by such parties to
authorize execution and delivery of this Fourth
Amendment and the related Loan Documents, supported
by such resolutions or other evidence of corporate
authority or action as reasonably required by Agent
and the Majority Banks and that no consents or other
authorizations of any third parties are required in
connection therewith; and (ii) that, after giving
effect to this Fourth Amendment, no Default or Event
of Default has occurred and is continuing on the
proposed effective date of the Fourth Amendment.
If the foregoing conditions have not been satisfied or waived
on or before December 1, 2000, this Fourth Amendment shall
lapse and be of no further force and effect.
5. Each of the Company and the Permitted Borrowers ratifies and
confirms, as of the date hereof and after giving effect to the
amendments contained herein, each of the representations and
warranties set forth in Sections 6.1 through 6.22, inclusive,
of the Credit Agreement and acknowledges that such
representations and warranties are and shall remain continuing
representations and warranties during the entire life of the
Credit Agreement.
6. Except as specifically set forth above, this Fourth Amendment
shall not be deemed to amend or alter in any respect the terms
and conditions of the Credit Agreement, any of the Notes
issued thereunder or any of the other Loan Documents, or to
constitute a waiver by the Banks or Agent of any right or
remedy under or a consent to any transaction not meeting the
terms and conditions of the Credit Agreement, any of the Notes
issued thereunder or any of the other Loan Documents.
7. Unless otherwise defined to the contrary herein, all
capitalized terms used in this Fourth Amendment shall have the
meaning set forth in the Credit Agreement.
8. This Fourth Amendment may be executed in counterpart in
accordance with Section 13.10 of the Credit Agreement.
9. Comerica Bank - Canada having been designated by Comerica
Bank, in its capacity as swing line bank (and as a Bank) under
the Credit Agreement to fund Comerica Bank's advances in $C
pursuant to Section 11.12 of the Credit Agreement, has
executed this Fourth Amendment to evidence its approval of the
terms and conditions thereof.
10. This Fourth Amendment shall be construed in accordance with
and governed by the laws of the State of Michigan.
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WITNESS the due execution hereof as of the day and year first above
written.
COMERICA BANK, CREDIT ACCEPTANCE CORPORATION
as Agent
By:/S/ Xxxxxxx X. Xxxxxx By:
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Its: Vice President Its:
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One Detroit Center
000 Xxxxxxxx Xxxxxx
Xxxxxxx, Xxxxxxxx 00000
Attention: Xxxxxxx Xxxxxx
COMERICA BANK - CANADA CREDIT ACCEPTANCE CORPORATION
UK LIMITED
By:/S/ Xxxxxx X. Xxxxx By:/S/ Xxxxxxx X. Xxxx
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Its:Vice President Its: Treasurer
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CAC OF CANADA LIMITED
By:/S/ Xxxxxxx X. Xxxx
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Its: Treasurer
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CREDIT ACCEPTANCE CORPORATION
IRELAND LIMITED
By:/S/ Xxxxxxx X. Xxxx
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Its: Treasurer
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BANKS:
COMERICA BANK NATIONAL CITY BANK OF MINNEAPOLIS
By: /S/ Xxxxxxx X. Xxxxxx By:/S/ Xxxxx Xxxxxxxx
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Its: Vice President Its: Vice President
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LASALLE BANK NATIONAL ASSOCIATION BANK OF AMERICA, N.A.
By:/S/ Xxxxxx Xxxxxx By:/S/ Xxxxxxxxx Xxxxxxxx
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Its: AVP Its: Managing Director
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XXXXXX TRUST AND SAVINGS BANK UNION BANK OF CALIFORNIA, N.A.
By:/S/ Xxxxxxx X. Xxxxxx By:/S/ Xxxxxx X. Xxxxx
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Its: Vice President Its: Vice President
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