GUARANTEE AND COLLATERAL AGREEMENT made by KAR AUCTION SERVICES, INC. and certain of its Subsidiaries in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of May 19, 2011Guarantee and Collateral Agreement • August 9th, 2011 • KAR Auction Services, Inc. • Retail-auto dealers & gasoline stations • New York
This GUARANTEE AND COLLATERAL AGREEMENT, dated as of May 19, 2011, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the “Grantors”, and each individually, a “Grantor”), in favor of JPMorgan Chase Bank, N.A. (“JPMCB”), as administrative agent (in such capacity, the “Administrative Agent”) for the banks, financial institutions and other entities (the “Lenders”) from time to time party as Lenders to the Credit Agreement and the other Secured Parties, dated as of even date herewith (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among KAR Auction Services, Inc., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to the Credit Agreement and the Administrative Agent.
INTELLECTUAL PROPERTY SECURITY AGREEMENTIntellectual Property Security Agreement • August 9th, 2011 • KAR Auction Services, Inc. • Retail-auto dealers & gasoline stations • New York
This INTELLECTUAL PROPERTY SECURITY AGREEMENT, dated as of May 19, 2011 (as amended, supplemented or otherwise modified from time to time, the “Intellectual Property Security Agreement”), is made by each of the signatories hereto (collectively, the “Grantors”) in favor of JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (as defined in the Credit Agreement referred to below).
CREDIT AGREEMENT Dated as of May 19, 2011 among KAR AUCTION SERVICES, INC., as Borrower, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as Administrative Agent J.P. MORGAN SECURITIES LLC as Sole Lead Arranger, J.P. MORGAN SECURITIES LLC,...Intercreditor Agreement • August 9th, 2011 • KAR Auction Services, Inc. • Retail-auto dealers & gasoline stations • New York
THIS CREDIT AGREEMENT, dated as of May 19, 2011 (as amended, supplemented, restated or otherwise modified from time to time, this “Agreement”), is by and among, KAR Auction Services, Inc., a Delaware corporation (the “Borrower”), the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”) and JPMorgan Chase Bank, N.A., as administrative agent (in such capacity, the “Administrative Agent”).
AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT BETWEEN AUTOMOTIVE FINANCE CANADA INC. - and - KAR AUCTION SERVICES, INC. - and - PRECISION TRUST Dated as of May 24, 2011 BENNETT JONES LLPReceivables Purchase Agreement • August 9th, 2011 • KAR Auction Services, Inc. • Retail-auto dealers & gasoline stations • Ontario
a trust company incorporated under the laws of Canada and licensed to carry on business as a trustee in each of the provinces of Canada, in its capacity as trustee of Precision Trust, a trust established pursuant to the laws of the Province of Ontario,
