0000950123-09-027753 Sample Contracts

Contract
Accommodation Agreement • July 30th, 2009 • Delphi Corp • Motor vehicle parts & accessories

TWENTY SECOND AMENDMENT TO ACCOMMODATION AGREEMENT (this “Amendment”) dated as of July 29, 2009, and effective as of the Effective Date (as hereinafter defined), among DELPHI CORPORATION, a Delaware corporation (the “Borrower”), a debtor and debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, and the subsidiaries of the Borrower signatory hereto (each a “Guarantor” and collectively the “Guarantors”), each of which Guarantors is a debtor and debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent for the Lenders (in such capacity, the “Administrative Agent”).

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Amendment No. 3 to Amended and Restated GM-Delphi Agreement
Gm-Delphi Agreement • July 30th, 2009 • Delphi Corp • Motor vehicle parts & accessories • New York

WHEREAS, the Borrower, the Guarantors and GM have previously entered into that certain agreement, dated as of May 9, 2008, as amended from time to time and as amended and restated by that certain Amended and Restated GM-Delphi Agreement dated as of June 1, 2009, as amended by that certain Amendment No. 1 to Amended and Restated GM-Delphi Agreement, effective as of July 23, 2009 and that certain Amendment No. 2 to Amended and Restated GM-Delphi Agreement, dated as of July 26, 2009 (as such may be further amended or otherwise modified in accordance with its terms, the “GM-Delphi Agreement”);

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