REGISTRATION RIGHTS AGREEMENT among LITHIA MOTORS, INC. as Issuer, and MORGAN STANLEY & CO. INCORPORATED, STEPHENS INC., RAYMOND JAMES & ASSOCIATES, INC. and JEFFERIES & COMPANY, INC. as Initial Purchasers Dated as of May 4, 2004Registration Rights Agreement • July 26th, 2004 • Lithia Motors Inc • Retail-auto dealers & gasoline stations • New York
THIS REGISTRATION RIGHTS AGREEMENT dated as of May 4, 2004 between Lithia Motors, Inc., an Oregon corporation (the “Company”), and Morgan Stanley & Co. Incorporated, Stephens Inc., Raymond James & Associates, Inc. and Jefferies & Company, Inc. (the “Initial Purchasers”), is entered into pursuant to the Purchase Agreement dated April 27, 2004 (the “Purchase Agreement”), among the Company and the Initial Purchasers. In order to induce the Initial Purchasers to enter into the Purchase Agreement, the Company has agreed to provide to the Initial Purchasers and their direct and indirect transferees the registration rights set forth in this Agreement. The execution of this Agreement is a condition to the closing under the Purchase Agreement.
THIRD AMENDMENTCredit Agreement • July 26th, 2004 • Lithia Motors Inc • Retail-auto dealers & gasoline stations • Michigan
THIS THIRD AMENDMENT dated as of June 30, 2004 (this “Amendment”) is to the Credit Agreement (as heretofore amended, the “Credit Agreement”) dated as of February 25, 2003 among LITHIA MOTORS, INC. (the “Company”), various financial institutions (the “Lenders”) and DAIMLERCHRYSLER SERVICES NORTH AMERICA LLC, as agent for the Lenders (the “Agent”). Unless otherwise defined herein, terms defined in the Credit Agreement are used herein as defined in the Credit Agreement.
