ALLY FINANCIAL INC., THE BANK OF NEW YORK MELLON, as Purchase Contract Agent and THE BANK OF NEW YORK MELLON, as Trustee under the Indenture referred to herein PURCHASE CONTRACT AGREEMENT Dated as of June [ ], 2011Purchase Contract Agreement • June 3rd, 2011 • Ally Financial Inc. • Finance lessors • New York
PURCHASE CONTRACT AGREEMENT, dated as of June [ ], 2011 among ALLY FINANCIAL INC., a Delaware corporation (the “Company”), THE BANK OF NEW YORK MELLON, acting as purchase contract agent and attorney-in-fact for the Holders of Purchase Contracts (as defined herein) from time to time (the “Purchase Contract Agent”) and THE BANK OF NEW YORK MELLON, acting as Trustee under the Indenture (as defined herein).
ALLY FINANCIAL INC., as Issuer and THE BANK OF NEW YORK MELLON, as Trustee First Supplemental Indenture Dated as of June [ ], 2011 Supplement to the Amended and Restated Indenture of Ally Financial Inc. dated as of March 1, 2011Indenture • June 3rd, 2011 • Ally Financial Inc. • Finance lessors • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of June [ ], 2011 (this “First Supplemental Indenture”), between ALLY FINANCIAL INC., a Delaware corporation (the “Company”), and THE BANK OF NEW YORK MELLON, a New York banking corporation, not in its individual capacity but solely as trustee (the “Trustee”) under the Amended and Restated Indenture, dated as of March 1, 2011 (the “Base Indenture,” and, together with this First Supplemental Indenture, the “Indenture”), which Base Indenture amended and restated in its entirety the indenture between the parties hereto dated as of December 30, 2009.
