NOTENote • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations
FOR VALUE RECEIVED, each of the undersigned (each a “Borrower” and collectively the “Borrowers”) hereby promises, jointly and severally, to pay to TOYOTA MOTOR CREDIT CORPORATION or registered assigns (the “Lender”), in accordance with the provisions of the Credit Agreement (as hereinafter defined), the principal amount of each Revolving Loan from time to time made by the Lender to Sonic Automotive, Inc. (the “Company”) under the Credit Agreement, the principal amount of each New Vehicle Floorplan Loan from time to time made by the Lender to the Company or any New Vehicle Borrower under the Credit Agreement, and the principal amount of each Used Vehicle Floorplan Loan from time to time made by the Lender to the Company under that certain Credit Agreement, dated as of February 17, 2006 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”, the terms defined therein being used herein as therein defined), among the Company
NOTENote • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations
FOR VALUE RECEIVED, each of the undersigned (each a “Borrower” and collectively the “Borrowers”) hereby promises, jointly and severally, to pay to FIFTH THIRD BANK or registered assigns (the “Lender”), in accordance with the provisions of the Credit Agreement (as hereinafter defined), the principal amount of each Revolving Loan from time to time made by the Lender to Sonic Automotive, Inc. (the “Company”) under the Credit Agreement, the principal amount of each New Vehicle Floorplan Loan from time to time made by the Lender to the Company or any New Vehicle Borrower under the Credit Agreement, and the principal amount of each Used Vehicle Floorplan Loan from time to time made by the Lender to the Company under that certain Credit Agreement, dated as of February 17, 2006 (as amended, restated, extended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”, the terms defined therein being used herein as therein defined), among the Company, certain Subsi
EMPLOYMENT AGREEMENTEmployment Agreement • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations
This Employment Agreement (this “Agreement”) made this 30th day of January, 2006 between SONIC AUTOMOTIVE, INC., a Delaware corporation (the “Employer”), and David P. Cosper (the “Employee”).
SECURITIES PLEDGE AGREEMENTSecurities Pledge Agreement • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • North Carolina
THIS SECURITIES PLEDGE AGREEMENT (this “Pledge Agreement”) is made and entered into as of February 17, 2006 by SONIC AUTOMOTIVE, INC., a Delaware corporation (a “Company” and a “Pledgor”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF THE COMPANY AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (each a “Pledgor” and, collectively with the Company, the “Pledgors”) and BANK OF AMERICA, N.A., a national banking association, as administrative agent (in such capacity, the “Administrative Agent”) for each of the Lenders now or hereafter party to the Credit Agreement defined below, collectively with the Administrative Agent and certain other Persons parties to Related Swap Contracts as more particularly described in Section 17 hereof, the “Secured Parties”). All capitalized terms used but not otherwise defined herein shall have the respective meanings assigned thereto in the Credit Agreement.
COMPANY GUARANTY AGREEMENTCompany Guaranty Agreement • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • North Carolina
THIS COMPANY GUARANTY AGREEMENT (this “Guaranty Agreement”), dated as of February 17, 2006, is made by SONIC AUTOMOTIVE, INC. (the “Guarantor”) to BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States, as administrative agent (in such capacity, the “Administrative Agent”) for each of the lenders (the “Lenders” now or hereafter party to the Credit Agreement defined below (collectively with the Administrative Agent, and certain other Persons parties to Related Swap Contracts as more particularly described in Section 19 hereof, the “Secured Parties”). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
SUBSIDIARY GUARANTY AGREEMENTSubsidiary Guaranty Agreement • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • North Carolina
THIS SUBSIDIARY GUARANTY AGREEMENT (this “Guaranty Agreement”), dated as of February 17, 2006, is made by EACH OF THE UNDERSIGNED AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (each a “Guarantor” and collectively the “Guarantors”) to BANK OF AMERICA, N.A., a national banking association organized and existing under the laws of the United States, as administrative agent (in such capacity, the “Administrative Agent”) for each of the lenders (the “Lenders” now or hereafter party to the Credit Agreement defined below (collectively with the Administrative Agent, and certain other Persons parties to Related Swap Contracts as more particularly described in Section 19 hereof, the “Secured Parties”). All capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Credit Agreement.
SECURITY AGREEMENTSecurity Agreement • May 3rd, 2006 • Sonic Automotive Inc • Retail-auto dealers & gasoline stations • North Carolina
THIS SECURITY AGREEMENT (this “Security Agreement”) is made and entered into as of February 17, 2006 by SONIC AUTOMOTIVE, INC., a Delaware corporation (the “Company” and a “Grantor”), EACH OF THE UNDERSIGNED SUBSIDIARIES OF THE COMPANY AND EACH OTHER PERSON WHO SHALL BECOME A PARTY HERETO BY EXECUTION OF A JOINDER AGREEMENT (each a “Guarantor” and a “Grantor”, and collectively with the Company, the “Grantors”), and BANK OF AMERICA, N.A., a national banking association, as Administrative Agent (the “Administrative Agent”) for each of the Lenders now or hereafter party to the Credit Agreement (as defined below) (collectively with the Administrative Agent, and certain other Persons parties to Related Swap Contracts as more particularly described in Section 21 hereof, the “Secured Parties”) now or hereafter party to the Credit Agreement (as defined below). All capitalized terms used but not otherwise defined herein or pursuant to Section 1 hereof shall have the respective meanings assigned
CREDIT AGREEMENT Dated as of February 17, 2006 among SONIC AUTOMOTIVE, INC., CERTAIN OF ITS SUBSIDIARIES, as New Vehicle Borrowers, BANK OF AMERICA, N.A., as Administrative Agent, Revolving Swing Line Lender, New Vehicle Swing Line Lender, Used...Sonic Automotive Inc • May 3rd, 2006 • Retail-auto dealers & gasoline stations • North Carolina
This CREDIT AGREEMENT (“Agreement”) is entered into as of February 17, 2006, among SONIC AUTOMOTIVE, INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company party hereto pursuant to Section 2.24 (each a “New Vehicle Borrower”, and together with the Company, the “Borrowers” and each individually a “Borrower”), each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”), and BANK OF AMERICA, N.A., as Administrative Agent, Revolving Swing Line Lender, New Vehicle Swing Line Lender, Used Vehicle Swing Line Lender and L/C Issuer.
