GUARANTEE AGREEMENTGuarantee Agreement • March 18th, 2011 • Gmac International Holdings B.V. • Finance lessors • New York
GUARANTEE AGREEMENT, dated as of February 11, 2011, made by Ally Financial Inc., a Delaware corporation (the “Company”, which term includes any successor under the Indenture hereinafter referred to) and each of the parties hereto designated on the signature pages hereof as a Guarantor (including each Person that becomes a party hereto pursuant to Section 3.12, each a “Guarantor”), in favor of the Trustee (as defined below), for its benefit and for the benefit of the holders from time to time (the “Holders”) of the notes listed on Schedule 1 hereto (the “Guaranteed Notes”, which term shall include any “Additional Notes” as set forth below) of the Company, issued under that certain indenture dated as of July 1, 1982 (as supplemented or otherwise modified from time to time, the “Indenture”), by and between the Company and The Bank of New York Mellon, as trustee (in such capacity, the “Trustee”).
REGISTRATION RIGHTS AGREEMENT by Ally Financial Inc., The Guarantors Party Hereto and Barclays Capital Inc. Citigroup Global Markets Inc. Merrill Lynch, Pierce, Fenner & Smith Incorporated as Representatives of the several Initial Purchasers Dated as...Registration Rights Agreement • March 18th, 2011 • Gmac International Holdings B.V. • Finance lessors • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of November 18, 2010, by and among Ally Financial Inc., a Delaware corporation (the “Company”), the subsidiaries of the Company party hereto (the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc., J.P. Morgan Securities LLC and Citigroup Global Markets Inc. (collectively, the “Representatives”) as representatives of the several Initial Purchasers listed on Schedule A to the Purchase Agreement (as defined below), relating to the Company’s issuance and sale to the Initial Purchasers of $1,000,000,000 aggregate principal amount of 6.250% senior guaranteed notes due 2017 of the Company (the “Notes”), to be issued pursuant to the terms of the indenture, dated as of July 1, 1982 (the “Indenture”), between the Company and The Bank of New York Mellon (Successor Trustee to Morgan Guaranty Trust Company of New York), as trustee (in such capacity, the “Trustee”). In connecti
