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0001047469-04-018667 Sample Contracts

CREDIT AGREEMENT dated as of , 2004, among ADESA, INC., as Borrower, THE GUARANTORS PARTY THERETO, as Subsidiary Guarantors, THE LENDERS PARTY THERETO and UBS SECURITIES LLC and MERRILL LYNCH & CO., as Joint Lead Arrangers and Co- Bookmanagers, BANK...
Credit Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • New York

This CREDIT AGREEMENT (as amended, modified or otherwise supplemented from time to time in accordance herewith, this "Agreement") dated as of [ ], 2004, among ADESA, INC., a Delaware corporation ("Borrower"), the Subsidiary Guarantors (such term and each other capitalized term used but not defined herein having the meaning given to it in Article I), the Lenders, UBS SECURITIES LLC and MERRILL LYNCH & CO., as joint lead arrangers (in such capacity, each an "Arranger" and, together, the "Arrangers"), BANK ONE, N.A., GENERAL ELECTRIC CAPITAL CORPORATION, KEYBANK NATIONAL ASSOCIATION, SUNTRUST BANK and U.S. BANK NATIONAL ASSOCIATION, as co-documentation agents (in such capacity, each a "Documentation Agent" and, together, the "Documentation Agents"), MERRILL LYNCH & CO., as syndication agent (in such capacity, "Syndication Agent"), UBS LOAN FINANCE LLC, as swingline lender (in such capacity, "Swingline Lender"), and UBS AG, STAMFORD BRANCH, as issuing bank (in such capacity, "Issuing Bank"

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ADESA, INC. % Senior Subordinated Notes due 2012 UNDERWRITING AGREEMENT
Underwriting Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • New York
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ADESA, INC. 6,250,000 Shares Common Stock ($.01 Par Value) UNDERWRITING AGREEMENT
Underwriting Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • New York
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EMPLOYEE AND DIRECTOR MATTERS AGREEMENT by and between ALLETE, Inc. and ADESA, Inc. May , 2004
Employee and Director Matters Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware

This EMPLOYEE AND DIRECTOR MATTERS AGREEMENT is entered into on May , 2004, between ALLETE, Inc., a Minnesota corporation ("ALLETE") and ADESA, Inc., a Delaware corporation ("ADESA"). Capitalized terms used herein (other than the formal names of ALLETE Plans (as defined below) or ADESA Plans (as defined below)) and not otherwise defined, shall have the respective meanings assigned to them in Article I hereof.

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MASTER SEPARATION AGREEMENT between ALLETE, INC. and ADESA, INC.
Master Separation Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware

This Master Separation Agreement (this "Agreement") is dated as of , 2004, between ALLETE, Inc., a Minnesota corporation ("ALLETE"), and ADESA, Inc., a Delaware corporation ("ADESA," and together with ALLETE, each a "Party," and together, the "Parties"). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in Article IX hereof.

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TAX SHARING AGREEMENT by and among ALLETE, INC. AND ITS AFFILIATES and ADESA, INC. AND ITS AFFILIATES
Tax Sharing Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • Delaware
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JOINT AIRCRAFT OWNERSHIP MANAGEMENT AGREEMENT BETWEEN ALLETE, INC. and ADESA, INC. dated as of
Joint Aircraft Ownership & Management Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies
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AMENDMENT NO. 1 TO AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT
Purchase and Sale Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • Indiana

THIS AMENDMENT NO. 1 TO AMENDED AND RESTATED PURCHASE AND SALE AGREEMENT (this "Amendment"), dated as of , 2004, is entered into between AFC FUNDING CORPORATION, an Indiana corporation (the "Company") and AUTOMOTIVE FINANCE CORPORATION, an Indiana corporation (the "Originator").

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Exhibit 10.24 SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • May 26th, 2004 • Adesa Inc • Wholesale-motor vehicles & motor vehicle parts & supplies • Indiana
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