Common use of Excluded Collateral Clause in Contracts

Excluded Collateral. EXHIBITS: A Form of Amended and Restated Guaranty and Security Agreement B-1 Form of Secretary’s Certificate B-2 Form of Officer’s Certificate C Form of Assignment and Assumption D-1 Form of Waiver for the Loan Parties D-2 Form of Waiver of SEO to the Treasury D-3 Form of Consent and Waiver of SEO to Borrower D-4 Form of Waiver of Senior Employee to the Treasury D-5 Form of Consent and Waiver of Senior Employee to Borrower E [Intentionally Omitted] F Form of Compliance Certificate G Form of Amended and Restated Note H Form of Reserve Notice I Form of Amended and Restated Environmental Agreement J Form of Mortgage K Form of Amended and Restated Intellectual Property Pledge Agreement L Form of Amended and Restated Equity Pledge Agreement SECOND AMENDED AND RESTATED SECURED CREDIT AGREEMENT (this “Agreement”), dated as of August 12, 2009 (the “Effective Date”) by and among GENERAL MOTORS COMPANY, a Delaware corporation (the “Initial Borrower”), the Guarantors (as defined below), and THE UNITED STATES DEPARTMENT OF THE TREASURY, as the lender hereunder (the “Lender” or the “Treasury”).

Excluded Collateral. EXHIBITS: A Form of Amended and Restated Guaranty and Security Agreement B-1 Form of Secretary’s Certificate B-2 Form of Officer’s Certificate C Form of Assignment and Assumption D-1 Form of Waiver for the Loan Parties D-2 Form of Waiver of SEO to the Treasury D-3 Form of Consent and Waiver of SEO to Borrower D-4 Form of Waiver of Senior Employee to the Treasury D-5 Form of Consent and Waiver of Senior Employee to Borrower E [Intentionally Omitted] Form of Legal Opinion of Weil, Gotshal & Xxxxxx LLP F Form of Compliance Certificate G Form of Amended and Restated Note H [Intentionally Omitted] I Form of Reserve Notice I Environmental Agreement J Form of Amended and Restated Environmental Agreement J Form of Mortgage K Form of Amended and Restated Intellectual Property Pledge Agreement [Intentionally Omitted] L Form of Amended and Restated Equity Pledge Agreement SECOND AMENDED AND RESTATED SECURED SUPERPRIORITY DEBTOR-IN-POSSESSION CREDIT AGREEMENT (this “Agreement”), dated as of August 12July 10, 2009 (the “Effective Date”) 2009, by and among GENERAL MOTORS COMPANYLIQUIDATION COMPANY (f/k/a General Motors Corporation), a Delaware corporation and a debtor and debtor-in-possession in a case pending under Chapter 11 of the Bankruptcy Code (as defined below) (the “Initial Borrower”), the Guarantors (as defined below), and THE UNITED STATES DEPARTMENT OF THE TREASURY, as the lender hereunder several lenders from time to time parties to this Agreement (the “Lender” or the “TreasuryLenders”).

Excluded Collateral. EXHIBITS: A Form of Amended and Restated Guaranty and Security Agreement B-1 Form of Secretary’s Certificate B-2 Form of Officer’s Certificate C Form of Assignment and Assumption D-1 Form of Waiver for the Loan Parties D-2 Form of Waiver of SEO to the Treasury D-3 Form of Consent and Waiver of SEO to Borrower D-4 Form of Waiver of Senior Employee to the Treasury D-5 Form of Consent and Waiver of Senior Employee to Borrower E [Intentionally Omitted] E-1 Form of Legal Opinion of Weil, Gotshal & Xxxxxx LLP E-2 Form of Legal Opinion of In-House Counsel E-3 Form of Legal Opinion of Cadwalader, Xxxxxxxxxx & Xxxx LLP E-4 Form of Legal Opinion of Xxxxxxxx Xxxxxx Xxxxxxxx and Xxxx LLP E-5 Form of Legal Opinion of Xxxxxxxxx Law Firm, a Professional Corporation F Form of Compliance Certificate G Form of Amended and Restated Note H Form of Reserve Notice I Form of Amended and Restated Environmental Agreement J Form of Mortgage K Form of Amended and Restated Intellectual Property Pledge Agreement L Form of Amended and Restated Equity Pledge Agreement SECOND AMENDED AND RESTATED SECURED CREDIT AGREEMENT (this “Agreement”), dated as of August 12July 10, 2009 (the “Effective Date”) by and among GENERAL MOTORS COMPANY, a Delaware corporation (the “Initial Borrower”), the Guarantors (as defined below), and THE UNITED STATES DEPARTMENT OF THE TREASURY, as the lender hereunder (the “Lender” or the “Treasury”).

Excluded Collateral. EXHIBITS: A Form of Amended and Restated Guaranty and Security Agreement B-1 Form of Secretary’s Certificate B-2 Form of Officer’s Certificate C Form of Assignment and Assumption D-1 Form of Waiver for the Loan Parties D-2 Form of Waiver of SEO to the Treasury D-3 Form of Consent and Waiver of SEO to Borrower D-4 Form of Waiver of Senior Employee to the Treasury D-5 Form of Consent and Waiver of Senior Employee to Borrower E [Intentionally Omitted] E-1 Form of Legal Opinion of Weil, Gotshal & Mxxxxx LLP E-2 Form of Legal Opinion of In-House Counsel E-3 Form of Legal Opinion of Cadwalader, Wxxxxxxxxx & Txxx LLP E-4 Form of Legal Opinion of Hxxxxxxx Mxxxxx Sxxxxxxx and Cxxx LLP E-5 Form of Legal Opinion of Gxxxxxxxx Law Firm, a Professional Corporation F Form of Compliance Certificate G Form of Amended and Restated Note H Form of Reserve Notice I Form of Amended and Restated Environmental Agreement J Form of Mortgage K Form of Amended and Restated Intellectual Property Pledge Agreement L Form of Amended and Restated Equity Pledge Agreement SECOND AMENDED AND RESTATED SECURED CREDIT AGREEMENT (this “Agreement”), dated as of August 12July 10, 2009 (the “Effective Date”) by and among GENERAL MOTORS COMPANY, a Delaware corporation (the “Initial Borrower”), the Guarantors (as defined below), and THE UNITED STATES DEPARTMENT OF THE TREASURY, as the lender hereunder (the “Lender” or the “Treasury”).