EX-10
Exhibit 10.7.1 Mercury Sales & Service Agmt
EXHIBIT 10.7.1
Superseding
FORD MOTOR COMPANY
Seattle Region
Mercury Sales and Service Agreement
AGREEMENT made as of the 1st day of June, 1997, By and Between Lithia
TLM, LLC, Limited Corporation, Oregon, doing business as Lithia Lincoln
Mercury and with a principal place of business at 360 East Jackson Street,
Medford, Jackson County, Oregon 97501.
(hereinafter called the "Dealer") and Ford Motor Company, a Delaware
corporation with its principal place of business at Dearborn, Michigan
(hereinafter call the "Company").
PREAMBLE
The purpose of this agreement is to (i) establish the Dealer as
an authorized dealer in COMPANY PRODUCTS including VEHICLES (as herein
defined), (ii) set forth the respective responsibilities of the Company in
producing and selling those products to the Dealer and of the Dealer in
reselling and providing service for them and (iii) recognize the
interdependence of both parties in achieving their mutual objectives of
satisfactory sales, service and profits by continuing to develop and retain a
broad base of satisfied owners of COMPANY PRODUCTS.
In entering into this agreement, the Company and the Dealer
recognize that the success of the Company and of each of its authorized
dealers depends largely on the reputation and competitiveness of COMPANY
PRODUCTS and dealers' services, and on how well each fulfills its
responsibilities under this agreement.
It is the opinion of the Company that sales and service of
COMPANY PRODUCTS usually can best be provided to the public though a system
of independent franchised dealers, with each dealer fulfilling its
responsibilities in a given locality from properly located, adequate,
well-equipped and attractive dealerships, which are staffed by competent
personnel and provided with the necessary working capital. The Dealer
recognizes that, in such a franchise system, the Company must plan for the
establishment and maintenance of the numbers, locations and sizes of dealers
necessary for satisfactory and proper sales and service representation in
each market area as it exists and as it develops and changes. At the same
time, the Company endeavors to provide each of its dealers with a reasonable
profit opportunity based on the potential for sales and service of COMPANY
PRODUCTS within its locality.
HOME PERCENTAGE
NAME ADDRESS OF INTEREST
Lithia Motors, Inc. 360 E. Jackson Street, Medford, OR 97501-5892 80
Lithia MTLM, Inc. 360 E. Jackson Street, Medford, OR 97501-5892 20
(ii) upon the representation and agreement that the following
person(s), and only the following person(s), shall have full managerial
authority for the operating management of the Dealer in the performance of
this agreement.
HOME
NAME ADDRESS TITLE
Sidney B. DeBoer 234 Vista, Ashland, OR 97520 Managing Member
Bret E. Green 2631 Rosewood, Medford, OR 97504 General Manager
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and (iii) upon the representation and agreement that the following
person(s), and only the following person(s), shall be remaining owners of the
Dealer:
HOME PERCENTAGE
NAME ADDRESS OF INTEREST
The Dealer shall give the Company prior notice of any proposed change
in the said ownership or managerial authority, and immediate notice of the
death or incapacity of any such person. No such change or notice, and no
assignment of this agreement or of any right or interest herein, shall be
effective against the Company unless and until embodied in an appropriate
amendment to or assignment of this agreement, as the case may be, duly
executed and delivered by the Company and by the Dealer. The Company shall
not unreasonably withhold it consent to any such change.
G. This agreement shall continue in force and effect for a
term commencing on the date of its execution and expiring April 30, 2000
unless sooner terminated under the provisions of paragraph 17 hereof.
H. Both the Company and the Dealer assume and agree to carry
out and perform their respective responsibilities under this agreement.
The parties hereto have duly executed this agreement in duplicate as of
the day and year first above written.
FORD MOTOR COMPANY LITHIA LINCOLN MERCURY
/s/ /s/ Sidney B. DeBoer
- ------------------------------------ ----------------------------------
General Manager, Lincoln-Mercury Managing Member
Division
Countersigned by
/s/
- ------------------------------------
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FORD MOTOR COMPANY
____________ Region
Addendum to
MERCURY SALES AND SERVICE AGREEMENT Dated: 6/1/97
LINCOLN SALES AND SERVICE AGREEMENT Dated: 6/1/97
by and between Lithia TLM, LLC, Limited Liability Corporation, in the State
of Oregon doing business as Lithia Lincoln Mercury (the "Dealer") and Ford
Motor Company, a Delaware corporation (the "Company").
THE PARTIES AGREE that the following addendum to Paragraph (F) containing a
claus (i)(e) is annexed and made part of the Agreements:
F(i)(a) upon the representation and agreement that the following person(s)
and/or entity(ies), and only the following person(s) and/or entity(ies) shall
have ownership interests in the principal owner(s) referred to in clause (i)
of this Paragraph F:
NAME OF PRINCIPAL OWNER(S) WHICH NAME AND ADDRESS OF PERSON(S) OR ENTITY(IES) PERCENTAGE
ARE PARTNERSHIPS OR CORPORATIONS HAVING OWNERSHIP INTEREST(S) IN PRINCIPAL OWNER(S) OF OWNERSHIP
(STATE OF INCORPORATION) (INDICATE STOCKHOLDER OR PARTNER) INTEREST
- -------------------------------- -------------------------------------------------- ------------
Lithia Motors, Inc. Lithia Holding Company, LLC., (Stockholder) 53.5%
Oregon 360 E. Jackson, Medford, OR 97052-5892
The Public, (Stockholder)
Class "A" Stockholders 46.5%
Lithia MTLM, Inc. Lithia Motors, Inc., (Stockholder)
Oregon 360 E. Jackson, Medford, OR 97501-5892 100.0%
Lithia Holding Company, LLC Sidney B. DeBoer, (Stockholder)
Oregon 234 Vista, Ashland, OR 97520 58.125%
Manford L. Dick Heimann, (Stockholder)
426 Roundelay Circle, Medford, OR 97504 34.875%
Raymond Bradford Gray, (Stockholder)
6764 Laurel Crest Drive, Medford, OR 97504 7.0%
The provisions of this paragraph F requiring notice to and consent by
the Company to any changes in ownership shall apply to any change in the
person(s) or entity(ies) having an ownership interest in the principal
owner(s) set forth in this clause F(i)(a).
IN WITNESS WHEREOF, the Company and the Dealer have duly executed this
addendum in duplicate as of the 1st day of June, 1997.
FORD MOTOR COMPANY LITHIA LINCOLN MERCURY
/s/ /s/Sidney B. DeBoer, President
- ----------------------------------- ----------------------------------------
Assistant Secretary Lithia Motors, Inc., The Managing Member
Countersigned by
/s/
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