0000950168-03-000816 Sample Contracts

SECOND AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • March 20th, 2003 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • North Carolina

SECOND AMENDED AND RESTATED SECURITY AGREEMENT (this “Security Agreement”) dated as of February 5, 2003 made by each of the entities listed on the signature pages hereto, jointly and severally, (each referred to individually herein as a “Grantor,” and collectively, the “Grantors”), in favor of FORD MOTOR CREDIT COMPANY (the “Agent”), as agent for the lenders (the “Lenders”) under the Credit Agreement defined below. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to such terms in the Credit Agreement defined below.

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SECOND AMENDED AND RESTATED SECURITY AGREEMENT
Security Agreement • March 20th, 2003 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • North Carolina

SECOND AMENDED AND RESTATED SECURITY AGREEMENT (the “Agreement”) dated as of February 5, 2003 made by SONIC AUTOMOTIVE, INC., a Delaware corporation (the “Borrower”), to FORD MOTOR CREDIT COMPANY, a Delaware corporation, as agent (the “Agent”) for the lenders (the “Lenders”) under the Credit Agreement defined below. Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to such terms in the Credit Agreement defined below.

SECOND AMENDED AND RESTATED CREDIT AGREEMENT Dated as of February 5, 2003 between SONIC AUTOMOTIVE, INC. as Borrower and FORD MOTOR CREDIT COMPANY, DAIMLERCHRYSLER SERVICES NORTH AMERICA LLC, TOYOTA MOTOR CREDIT CORPORATION, BANK OF AMERICA, N.A. and...
Credit Agreement • March 20th, 2003 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations

This Second Amended and Restated Credit Agreement dated February 5, 2003 (this “Agreement”) is entered into among SONIC AUTOMOTIVE, INC., a Delaware corporation, (the “Borrower”) FORD MOTOR CREDIT COMPANY, a Delaware corporation, (“Ford Credit”) DAIMLERCHRYSLER SERVICES NORTH AMERICA LLC, a Michigan limited liability company, (“Chrysler Financial”), TOYOTA MOTOR CREDIT CORPORATION, a California corporation (“Toyota Credit”), BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States of America (“Bank of America”), and the other Lenders from time to time party hereto, and Ford Credit, as administrative agent and collateral agent (in such capacity and together with any Successor Agent appointed pursuant to Article VII, the “Agent”) for the Secured Parties.

CONTINUING AND IRREVOCABLE GUARANTY
Continuing and Irrevocable Guaranty • March 20th, 2003 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations

This CONTINUING AND IRREVOCABLE GUARANTY (this “Guaranty”) is made and entered into as of December 31, 2002 by SONIC AUTOMOTIVE, INC., a Delaware corporation (“Guarantor”), and delivered to Toyota Motor Credit Corporation, a California corporation (“TMCC”), with respect to the following facts:

MASTER LOAN AGREEMENT
Master Loan Agreement • March 20th, 2003 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • California
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