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EXHIBIT 10.24
SECOND AMENDMENT TO FOURTH AMENDED AND
RESTATED REVOLVING CREDIT AGREEMENT
THIS SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED REVOLVING CREDIT
AGREEMENT (this "AMENDMENT") dated effective as of May 22, 2000, is entered into
among GROUP 1 AUTOMOTIVE, INC., a Delaware corporation (the "COMPANY"), each of
the subsidiaries of the Company listed on the signature pages attached to the
Fourth Amended and Restated Agreement (as defined herein) (the "SUBSIDIARIES")
and such other subsidiaries of the Company which have become parties to the
Fourth Amended and Restated Agreement by execution of an Addendum (the "ADDENDUM
BORROWERS") (the Company, the Subsidiaries and Addendum Borrowers are
collectively, the "BORROWERS"), the lenders listed on the signature pages
attached to the Fourth Amended and Restated Agreement (the "LENDERS"), CHASE
BANK OF TEXAS, N.A., a national banking association, as Administrative Agent for
the Lenders (in such capacity together with any successor in such capacity
pursuant to Section 12.6 of the Fourth Amended and Restated Agreement, the
"AGENT"), COMERICA BANK, a Michigan banking association, as Floor Plan Agent for
the Lenders (in such capacity together with any successor in such capacity
pursuant to Section 12.13 of the Fourth Amended and Restated Agreement, the
"FLOOR PLAN AGENT"), Bank of America, N.A., as Documentation Agent, U.S. Bank
National Association, Bank One Texas, N.A. and Fleet National Bank, formerly
known as BankBoston, N.A., as Co-Agents.
WITNESSETH:
WHEREAS, on December 31, 1997, the Borrowers, the lenders party
thereto, the Agent and the Floor Plan Agent entered into the Revolving Credit
Agreement (the "INITIAL AGREEMENT"), whereby, upon the terms and conditions
therein stated, such lenders agreed to make loans to the Borrowers up to the
aggregate amount of $125,000,000, to be used by the Borrowers for the purposes
set forth in Section 9.9 of the Initial Agreement; and
WHEREAS, on, June 19, 1998, the Borrowers, the lenders party thereto,
the Agent and the Floor Plan Agent amended the Initial Agreement and entered
into an Amended and Restated Revolving Credit Agreement (hereinafter called the
"AMENDED AND RESTATED AGREEMENT") whereby, upon the terms and conditions therein
stated, such lenders agreed to make loans to the Borrowers up to the aggregate
amount of $345,000,000 to be used by the Borrowers for the purposes set forth in
Section 9.9 of the Amended and Restated Agreement; and
WHEREAS, on, November 10, 1998, the Borrowers, the lenders party
thereto, the Agent and the Floor Plan Agent amended the Amended and Restated
Agreement and entered into the Second Amended and Restated Revolving Credit
Agreement (hereinafter called the "SECOND AMENDED AND RESTATED AGREEMENT")
whereby, upon the terms and conditions therein stated, such Lenders agreed to
make loans to the Borrowers up to the aggregate amount of $425,000,000 to be
used by the
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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Borrowers for the purposes set forth in Section 9.9 of the Second Amended and
Restated Agreement; and
WHEREAS, on, May 12, 1999, the Borrowers, the lenders parties thereto,
the Agent and the Floor Plan Agent amended the Second Amended and Restated
Agreement and entered into the Third Amended and Restated Revolving Credit
Agreement (hereinafter called the "THIRD AMENDED AND RESTATED AGREEMENT")
whereby, upon the terms and conditions therein stated, such lenders agreed to
make loans to the Borrowers up to the aggregate amount of $500,000,000 to be
used by the Borrowers for the purposes set forth in Section 9.9 of the Third
Amended and Restated Agreement; and
WHEREAS, on, October 15, 1999, and effective as of November 1, 1999,
the Borrowers, the lenders parties thereto, the Agent and the Floor Plan Agent
amended the Third Amended and Restated Agreement and entered into the Fourth
Amended and Restated Revolving Credit Agreement (hereinafter called the "FOURTH
AMENDED AND RESTATED AGREEMENT") whereby, upon the terms and conditions therein
stated, such lenders agreed to make loans to the Borrowers up to the aggregate
amount of $1,000,000,000 to be used by the Borrowers for the purposes set forth
in Section 9.9 of the Fourth Amended and Restated Agreement;
WHEREAS, on March 7, 2000, the Borrowers, the lenders parties thereto,
the Agent and the Floor Plan Agent amended the Fourth Amended and Restated
Agreement and entered into the Amendment to Fourth Amended and Restated
Revolving Credit Agreement (hereinafter called the "FIRST AMENDMENT") whereby,
upon the terms and conditions therein stated, such lenders and Borrowers agreed
to amend the "Restricted Payments" provision set forth in Section 10.13(d) of
the Fourth Amended and Restated Agreement (the Fourth Amended and Restated
Agreement as amended by the First Amendment is collectively referred to herein
as the "FOURTH AMENDED AND RESTATED AGREEMENT"); and
WHEREAS, the Borrowers, the Lenders, the Agent and the Floor Plan Agent
mutually desire to amend certain aspects of the Fourth Amended and Restated
Agreement as set forth herein; and
WHEREAS, unless otherwise expressly provided in this Amendment,
capitalized terms used in this Amendment shall have the same meanings specified
in the Fourth Amended and Restated Agreement; and
NOW, THEREFORE, in consideration of the mutual covenants and agreements
herein contained, the parties hereto agree as follows:
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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ARTICLE 1
NEGATIVE COVENANTS
Section 1.1 Restricted Payments. Sections 10.13(c) and 10.13(d) of the
Fourth Amended and Restated Agreement are deleted in their entireties and
replaced with the following Sections 10.13(c) and 10.13(d):
(c) the Company may declare and pay cash dividends on its
capital stock, may purchase shares of its capital stock, and/or may
make any other Restricted Payment, provided (i) no Default or Event of
Default has occurred, is continuing or would be created thereby and
(ii) that the aggregate amount payable in respect of cash dividends
paid by the Company, the shares purchased by the Company, and/or the
Restricted Payments made by the Company shall not exceed an amount
equal to the sum of $5,000,000 plus thirty-three and thirty-three
one-hundredths percent (33.33%) of the aggregate Consolidated Net
Income for the period commencing on December 31, 1997, and ending on
the date of determination taken as a single accounting period; and
(d) the Company may purchase shares of its capital stock to
sell to employees of the Company pursuant to a Company sponsored
employee stock purchase plan, provided that such sales price is not
less than 85% of the Company's cost.
ARTICLE 2
REPRESENTATIONS AND WARRANTIES
Section 2.1 Representations Repeated. The representations and
warranties of the Borrowers contained in the Fourth Amended and Restated
Agreement and the other Loan Documents and otherwise made in writing by or on
behalf of the Borrowers pursuant to the Fourth Amended and Restated Agreement
and the other Loan Documents were true and correct when made, and are true and
correct in all material respects at and as of the time of delivery of this
Amendment, except for such changes in the facts represented and warranted as are
not in violation of the Fourth Amended and Restated Agreement, this Amendment or
the other Loan Documents or which were limited to an earlier date.
Section 2.2 Loan Documents. All Loan Documents to which the Borrowers
are a party shall secure the Notes and all of the Indebtedness and Obligations
of the Borrowers to the Lenders as such Indebtedness and Obligations are
increased and modified by this Amendment, whether or not such Loan Documents
shall be expressly amended or supplemented in connection herewith.
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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Section 2.3 Compliance with Obligations. The Borrowers have performed
and complied with all agreements and conditions contained in the Fourth Amended
and Restated Agreement and the Loan Documents required to be performed or
complied with by the Borrowers prior to or at the time of delivery of this
Amendment.
Section 2.4 Defaults. There exists, and after giving effect to this
Amendment will exist, no Default or Event of Default, or any condition, or act
which constitutes, or with notice or lapse of time (or both) would constitute an
event of default under any loan agreement, note agreement, or trust indenture to
which the Borrowers are a party.
Section 2.5 No Amendments. Nothing in this Article 2 of this Amendment
is intended to amend any of the representations or warranties contained in the
Fourth Amended and Restated Agreement.
ARTICLE 3
MISCELLANEOUS
Section 3.1 Fees. The Company shall pay a fee of $5,000 to each Lender
who approves this Amendment and delivers executed signature pages in the
following manner: (i) a copy by telecopy by 5:00 p.m. on Monday, May 22, 2000,
to Richard L. Burleson, at Telecopy No. (713) 752-4221, and (ii) the originals
by overnight mail by 5:00 p.m. on Tuesday, May 23, 2000, to Richard L. Burleson,
at Jackson Walker L.L.P., 1100 Louisiana Street, Suite 4200, Houston, Texas
77002.
Section 3.2 Extent of Amendments. Except as otherwise expressly
provided herein, the Fourth Amended and Restated Agreement, the Loan Documents,
the Notes and the other instruments and agreements referred to therein are not
amended, modified or affected by this Amendment. Except as expressly set forth
herein, all of the terms, conditions, covenants, representations, warranties and
all other provisions of the Fourth Amended and Restated Agreement are herein
ratified and confirmed and shall remain in full force and effect.
Section 3.3 References. On and after the date on which this Amendment
becomes effective, the terms, "this Agreement," "hereof," "herein," "hereunder"
and terms of like import, when used herein or in the Fourth Amended and Restated
Agreement shall, except where the context otherwise requires, refer to the
Fourth Amended and Restated Agreement, as amended by this Amendment.
Section 3.4 Counterparts. This Amendment may be executed in two or more
counterparts, and it shall not be necessary that the signatures of all parties
hereto be contained on any one counterpart hereof; each counterpart shall be
deemed an original, but all of which together shall constitute one and the same
instrument.
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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[SIGNATURES FOLLOWING ON SUCCEEDING PAGES]
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be
duly executed as of the day and year first above written.
BORROWERS: GROUP 1 AUTOMOTIVE, INC.,
a Delaware corporation
By:
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Name: Scott L. Thompson
Title: Senior Vice President
COURTESY NISSAN, INC., a Texas corporation;
FOYT MOTORS, INC., a Texas corporation; BOB
HOWARD AUTOMOTIVE-H, INC., an Oklahoma
corporation; HOWARD PONTIAC-GMC, INC., an
Oklahoma corporation; ROUND ROCK NISSAN,
INC., a Texas corporation; MIKE SMITH
AUTOPLAZA, INC., a Texas corporation; SMITH,
LIU & KUTZ, INC., a Texas corporation; TOWN
NORTH IMPORTS, INC., a Texas corporation;
TOWN NORTH NISSAN, INC., a Texas
corporation; TOWN NORTH SUZUKI, INC., a
Texas corporation; GROUP 1 FORD, INC., a
Texas corporation; MIKE SMITH AUTOMOTIVE-N,
INC., a Texas corporation; MIKE SMITH
AUTOPLEX, Inc., a Texas corporation; MIKE
SMITH AUTOPLEX BUICK, INC., a Texas
corporation; MIKE SMITH AUTOPLEX DODGE,
INC., a Texas corporation; MIKE SMITH
AUTOPLEX-GERMAN IMPORTS, INC., a Texas
corporation; MIKE SMITH AUTOPLEX-V, INC., a
Texas corporation; HIGHLAND AUTOPLEX, INC.,
a Texas corporation; HOWARD AUTOMOTIVE
GROUP, INC., an Oklahoma corporation; MIKE
SMITH GM, INC., a Delaware corporation; MIKE
SMITH MOTORS, INC., a Texas corporation;
MIKE SMITH IMPORTS, INC., a Texas
corporation; JIM TIDWELL FORD, INC., a
Delaware corporation; MIKE SMITH
AUTOMOTIVE-H, Inc., a Delaware corporation;
LUBBOCK MOTORS-M, Inc., a Delaware
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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corporation; JOHNS AUTOMOTIVE GROUP, INC., a
New Mexico corporation; GPI ACQUISITION-I,
INC., a Texas corporation; HARVEY-T, INC., a
Delaware corporation; KEY FORD, INC., a
Florida corporation; SHAMROCK CHEVROLET,
INC., a Florida corporation; HARVEY
HOLDINGS, INC., a Delaware corporation
By:
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Name: Scott L. Thompson
Title: Vice President
GROUP 1 REALTY, INC., a Delaware
corporation; GROUP 1 ASSOCIATES, INC., a
Delaware corporation
By:
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Name: Scott L. Thompson
Title: President
DANVERS - DCII, INC., a Delaware
corporation; DANVERS - DC, INC., a Delaware
corporation; DANVERS - GM, INC., a Delaware
corporation; DANVERS - S, INC., a Delaware
corporation; DANVERS - SU, INC., a Delaware
corporation; DANVERS - T, INC., a Delaware
corporation; DANVERS - TL, INC., a Delaware
corporation
By:
----------------------------------------
Name: Scott L. Thompson
Title: Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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MAXWELL CHRYSLER, PLYMOUTH, DODGE, JEEP,
EAGLE, LTD., a Texas limited partnership;
PRESTIGE CHRYSLER PLYMOUTH SOUTH, LTD., a
Texas limited partnership; PRESTIGE CHRYSLER
PLYMOUTH NORTHWEST, LTD., a Texas limited
partnership; MAXWELL FORD, LTD., a Texas
limited partnership; COLONIAL
CHRYSLER-PLYMOUTH, LTD., a Texas limited
partnership; CHAPERRAL DODGE, LTD., a Texas
limited partnership; LUBBOCK MOTORS-F, LTD.,
a Texas limited partnership; LUBBOCK
MOTORS-T, LTD., a Texas limited partnership;
ROCKWALL AUTOMOTIVE-F, LTD., a Texas limited
partnership; AMARILLO MOTORS-C, LTD., a
Texas limited partnership; AMARILLO
MOTORS-J, LTD., a Texas limited partnership;
AMARILLO MOTORS-F, LTD., a Texas limited
partnership; GPI, LTD., a Texas limited
partnership; MCCALL - TL, LTD., a Texas
limited partnership; MCCALL - HA, LTD., a
Texas limited partnership; MCCALL - T, LTD.,
a Texas limited partnership; KUTZ - DC,
LTD., a Texas limited partnership; LUBBOCK
MOTORS, LTD., a Texas limited partnership
By: GROUP 1 ASSOCIATES, INC., a Delaware
corporation
By:
----------------------------------------
Name: Scott L. Thompson
Title: President
GROUP 1 HOLDINGS-DC, L.L.C., a Delaware
limited liability company; GROUP 1
HOLDINGS-F, L.L.C., a Delaware limited
liability company; GROUP 1 HOLDINGS-GM,
L.L.C., a Delaware limited liability
company; GROUP 1 HOLDINGS-H, L.L.C., a
Delaware limited liability company; GROUP 1
HOLDINGS-N, L.L.C., a Delaware limited
liability company; GROUP 1 HOLDINGS-S,
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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L.L.C., a Delaware limited liability
company; GROUP 1 HOLDINGS-T, L.L.C., a
Delaware limited liability company
By: GROUP 1 AUTOMOTIVE, INC., a Delaware
corporation
By:
----------------------------------------
Name: Scott L. Thompson
Title: Senior Vice President
HARVEY OPERATIONS-T, LLC, a Delaware limited
liability company
By: HARVEY-T, INC., a Delaware corporation
By:
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Name: Scott L. Thompson
Title: Vice President
HARVEY GM, LLC, a Delaware limited liability
company; HARVEY FORD, LLC, a Delaware
limited liability company
By: HARVEY HOLDINGS, INC., a Delaware
corporation
By:
----------------------------------------
Name: Scott L. Thompson
Title: Vice President
IRA AUTOMOTIVE GROUP, LLC, a Delaware
limited liability company
By: DANVERS - T, INC., a Delaware
corporation
By:
----------------------------------------
Name: Scott L. Thompson
Title: Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BOB HOWARD DODGE, INC., an Oklahoma
corporation; BOB HOWARD GERMAN IMPORTS,
INC., an Oklahoma corporation; CASA CHRYSLER
PLYMOUTH JEEP, INC., a New Mexico
corporation; GROUP 1 LP INTERESTS-DC, INC.,
a Delaware corporation
By: GROUP 1 HOLDINGS-DC, L.L.C., a Delaware
limited liability company
By: GROUP 1 AUTOMOTIVE, INC., a Delaware
corporation
By:
------------------------------------
Name: Scott L. Thompson
Title: Senior Vice President
KOONS FORD, INC., a Florida corporation;
COURTESY FORD, INC., a Florida corporation;
FLAMINGO FORD, INC., a Florida corporation;
JIM TIDWELL FORD, Inc., a Delaware
corporation; GROUP 1 LP INTERESTS-F, INC., a
Delaware corporation; PERIMETER FORD, INC.,
a Delaware corporation
By: GROUP 1 HOLDINGS-F, L.L.C., a Delaware
limited liability company
By: GROUP 1 AUTOMOTIVE, INC., a Delaware
corporation
By:
------------------------------------
Name: Scott L. Thompson
Title: Senior Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BOB HOWARD AUTOMOTIVE-EAST, INC., an
Oklahoma corporation; BOB HOWARD CHEVROLET,
INC., an Oklahoma corporation; CASA
CHEVROLET, INC., a New Mexico corporation;
SUNSHINE BUICK PONTIAC GMC TRUCK, INC., a
New Mexico corporation; LUBY CHEVROLET CO.,
a Delaware corporation; GROUP 1 LP
INTERESTS-GM, INC., a Delaware corporation
By: GROUP 1 HOLDINGS-GM, L.L.C., a Delaware
limited liability company
By: GROUP 1 AUTOMOTIVE, INC.,
a Delaware corporation
By:
------------------------------------
Name: Scott L. Thompson
Title: Senior Vice President
BOB HOWARD NISSAN, INC., an Oklahoma
corporation; GROUP 1 LP INTERESTS-N, INC.,
a Delaware corporation
By: GROUP 1 HOLDINGS-N, L.L.C., a Delaware
limited liability company
By: GROUP 1 AUTOMOTIVE, INC.,
a Delaware corporation
By:
------------------------------------
Name: Scott L. Thompson
Title: Senior Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BOB HOWARD MOTORS, INC., an Oklahoma
corporation; GROUP 1 LP INTERESTS-T, INC.,
a Delaware corporation
By: GROUP 1 HOLDINGS-T, L.L.C., a
Delaware limited liability company
By: GROUP 1 AUTOMOTIVE, INC.,
a Delaware corporation
By:
------------------------------------
Name: Scott L. Thompson
Title: Senior Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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GROUP 1 LP INTERESTS-H, INC., a Delaware
corporation; GROUP 1 LP INTERESTS-S, INC., a
Delaware corporation
By:
----------------------------------------
Name: Janet Giles
Title: President
DELAWARE ACQUISITION-DC, L.L.C., a Delaware
limited liability company
By: GROUP 1 LP INTERESTS-DC, INC.,
a Delaware corporation
By:
----------------------------------------
Name: Janet Giles
Title: President
DELAWARE ACQUISITION-GM, L.L.C., a
Delaware limited liability company
By: GROUP 1 INTERESTS-GM, INC.,
a Delaware corporation
By:
----------------------------------------
Name: Janet Giles
Title: President
DELAWARE ACQUISITION-T, L.L.C.,
a Delaware limited liability company
By: GROUP 1 LP INTERESTS-T, INC.,
a Delaware corporation
By:
----------------------------------------
Name: Janet Giles
Title: President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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DELAWARE ACQUISITION-F, L.L.C., a Delaware
limited liability company
By: GROUP 1 LP INTERESTS-F, INC.,
a Delaware corporation
By:
----------------------------------------
Name: Janet Giles
Title: President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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AGENT AND ISSUING BANK: CHASE BANK OF TEXAS, N.A.
By:
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Name: James R. Dolphin
Title: Senior Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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FLOOR PLAN AGENT COMERICA BANK
AND SWING LINE BANK
By:
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Name: Joseph A. Moran
Title: Senior Vice President
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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LENDERS: AMARILLO NATIONAL BANK
By:
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Name: R. Wesley Savage
Title: Executive Vice President
Address: P. O. Box 1
Amarillo, Texas 79105
Telecopy No.: (806) 378-8395
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BMW FINANCIAL SERVICES N.A., INC.
By:
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Name: James A. Janson
Title: Manager, Retailer Commercial Finance
Address: 5515 Parkcenter Circle
Dublin, OH 43017
Telecopy No.: (800) 362-4269
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BANK OF AMERICA, N.A.
By:
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Name: Bruce Clay
Title: Senior Vice President
Address: 110 Cypress Station Drive,
Suite 200
Houston, Texas 77090
Telecopy No.: (281) 537-3246
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BANK OF OKLAHOMA, N.A.
By:
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Name: Laura Christofferson
Title: Senior Vice President
Address: 201 Robert S. Kerr
Oklahoma City, Oklahoma 73102
Telecopy No.: (405) 272-2588
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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BANK ONE TEXAS, N.A.
By:
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Name: Jeffrey D. Edge
Title: Vice President
Address: 1424 East North Belt,
Suite 100
Houston, TX 77032
Telecopy No.: (281) 985-2931
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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CHASE BANK OF TEXAS, N.A.
By:
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Name: James R. Dolphin
Title: Senior Vice President
Address: 712 Main Street
5-CBBE-78
Houston, TX 77002
Telecopy No.: (713) 216-6004
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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CHRYSLER FINANCIAL COMPANY, L.L.C.
By:
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Name: Devon Cohen
Title: Vice President/General Manager
Address: Dealer Credit Department
27777 Franklin Road
Southfield, Michigan 48034
Telecopy No.: (248) 948-3838
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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COMERICA BANK
By:
----------------------------------------
Name: Joseph A. Moran
Title: Senior Vice President
Address: 411 West Lafayette MC3517,
8th Floor
Detroit, Michigan 48226
Telecopy No.: (313) 222-7284
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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FLEET NATIONAL BANK, formerly known as
BankBoston, N.A.
By:
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Name:
--------------------------------------
Title:
-------------------------------------
Address:
-----------------------------------
-----------------------------------
-----------------------------------
Telecopy No.:
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GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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FORD MOTOR CREDIT COMPANY
By:
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Name: William C. Van Horn
Title: Major Accounts Executive
Address: The American Road
Dearborn, MI 48121
Telecopy No.: (313) 390-5459
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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GENERAL MOTORS ACCEPTANCE CORPORATION
By:
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Name: Jeffrey G. McLeod
Title: Vice President National Dealer
Account
Address: GMAC National Accounts Dept.
GMAC Building 3-132
3044 West Grand Boulevard
Detroit, Michigan 48202
Telecopy No.: (313) 974-4450
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
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MERCEDES BENZ CREDIT CORPORATION
By:
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Name:
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Title:
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Address: 600 Embassy Row
Suite 160
Atlanta, Georgia 30328
Telecopy No.: (800) 837-7272
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
29
NORWEST BANK MINNESOTA, N.A.
By:
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Name: Brent Fossey
Title: Vice President, Auto Finance Group
Address: 55 East Fifth Street
St. Paul, Minnesota 55101-2304
Telecopy No.: (651) 205-8496
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
30
TOYOTA MOTOR CREDIT CORPORATION
By:
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Name: Joseph Steib
Title: National Dealer Credit Manager
Address: 19001 South Western Avenue
Torrance, California 90509-2958
Telecopy No.: (800) 643-9811
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
31
U.S. BANK NATIONAL ASSOCIATION
By:
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Name:
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Title:
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Address: 10800 N.E. 8th Street, Suite 900
Bellevue, WA 98004
Telecopy No.: (425) 450-5762
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement
32
WORLD OMNI FINANCIAL CORP.
By:
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Name: Bruce Wohlleb
Title: Vice President
Address: 120 NW 12th Avenue
Deerfield Beach, FL 33442
Telecopy No.: (954) 420-3301
GROUP 1 AUTOMOTIVE, INC./CHASE BANK OF TEXAS, N.A.
Second Amendment to Fourth Amended and Restated Revolving Credit Agreement