0001193125-10-263329 Sample Contracts

OPERATING AGREEMENT OF APPROVAL SERVICES COMPANY, LLC
Operating Agreement • November 18th, 2010 • DT Credit Company, LLC • Retail-auto dealers & gasoline stations • Arizona

THIS OPERATING AGREEMENT (“Agreement”) is made and entered into as of this day of August, 2010, by and among APPROVAL SERVICES COMPANY, LLC, an Arizona manager-managed limited liability company (the “Company”); DRIVETIME CAR SALES COMPANY, LLC an Arizona limited liability company, as the sole member of the Company (the “Sole Member”), RAYMOND FIDEL, as a manager of the Company and Jon D. Ehlinger, as a manager of the Company (collectively, the “Managers”).

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AMENDMENT NO. 6 TO THE THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Security Agreement • November 18th, 2010 • DT Credit Company, LLC • Retail-auto dealers & gasoline stations • New York

This AMENDMENT NO. 6 TO THE THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of September 22, 2010, is entered into by and among DriveTime Automotive Group, Inc., a Delaware corporation (“DriveTime”), DriveTime Sales and Finance Company, LLC, an Arizona limited liability company (“DriveTime Sales”), as successor in interest to DriveTime Sales and Finance Corporation, DriveTime Car Sales Company, LLC, an Arizona limited liability company (“Car Sales”), as successor in interest to DriveTime Car Sales, Inc. (each a “Borrower” and collectively, the “Borrowers”), and Santander Consumer USA Inc., an Illinois corporation, as a lender, and as the agent for the Lenders (“SCUSA” or the “Agent”), and Manheim Automotive Financial Services, Inc., a Delaware corporation, as a lender (“MAFS” and, together with the Agent, the “Lenders” and each a “Lender”).

AMENDMENT NO. 7 TO THE THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Security Agreement • November 18th, 2010 • DT Credit Company, LLC • Retail-auto dealers & gasoline stations • New York

This AMENDMENT NO. 7 TO THE THIRD AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT (this “Amendment”), dated as of October 20, 2010, is entered into by and among DriveTime Automotive Group, Inc., a Delaware corporation (“DriveTime”), DriveTime Sales and Finance Company, LLC, an Arizona limited liability company (“DriveTime Sales”), as successor in interest to DriveTime Sales and Finance Corporation, DriveTime Car Sales Company, LLC, an Arizona limited liability company (“Car Sales”), as successor in interest to DriveTime Car Sales, Inc. (each a “Borrower” and collectively, the “Borrowers”), and Santander Consumer USA Inc., an Illinois corporation, as a lender, and as the agent for the Lenders (“SCUSA” or the “Agent”), and Manheim Automotive Financial Services, Inc., a Delaware corporation, as a lender (“MAFS” and, together with the Agent, the “Lenders” and each a “Lender”).

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