GENERAL MOTORS CORPORATION DEALER MANAGERS AGREEMENTDealer Managers Agreement • April 27th, 2009 • General Motors Corp • Motor vehicles & passenger car bodies • New York
In so acting, we have examined originals or copies (certified or otherwise identified to our satisfaction) of (i) the Agreement; (ii) the Supplemental Indentures; (iii) the Proposed Paying Agency Agreement Amendments; (iv) the Charter Amendment; (v) the Escrow Agreement; (vi) agreements in respect of the Labor Modifications and the VEBA Modifications; (vii) the registration statement on Form S-4 (File No. 333-[—]), filed on April 27, 2009 (the “Registration Statement”); (viii) the prospectus, dated [—], 2009 (the “Prospectus”) included in the Registration Statement; (ix) the Schedule TO filed on April 27, 2009 (the “Schedule TO”); (x) the Schedule 14C filed on [—], 2009 (the “Schedule 14C”); and (xi) such corporate records, agreements, documents and other instruments, and such certificates or comparable documents of public officials and of officers and representatives of the Company, and have made such inquiries of such officers and representatives, as we have deemed relevant and neces
GENERAL MOTORS CORPORATION and WILMINGTON TRUST COMPANY as Trustee SUPPLEMENTAL INDENTURE Dated as of August 13, 2007Supplemental Indenture • April 27th, 2009 • General Motors Corp • Motor vehicles & passenger car bodies • New York
SUPPLEMENTAL INDENTURE, dated as of August 13, 2007, between GENERAL MOTORS CORPORATION, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), and WILMINGTON TRUST COMPANY, a banking corporation duly organized and existing under the laws of the State of Delaware (the “Trustee”). The term “Trustee” shall include any successor trustee appointed pursuant to Article Seven of the Indenture (as defined below).
FISCAL AND PAYING AGENCY AGREEMENT among General Motors Corporation, and Deutsche Bank AG London and Banque Générale du Luxembourg S.A. Dated as of July 3, 2003Fiscal and Paying Agency Agreement • April 27th, 2009 • General Motors Corp • Motor vehicles & passenger car bodies • New York
FISCAL AND PAYING AGENCY AGREEMENT among General Motors Nova Scotia Finance Company, General Motors Corporation, and Deutsche Bank Luxembourg S.A. and Banque Generale du Luxembourg S.A. Dated as of July 10, 2003Fiscal and Paying Agency Agreement • April 27th, 2009 • General Motors Corp • Motor vehicles & passenger car bodies • New York
