Exhibit 10.04
EXECUTION COPY
SUPPLEMENT NO. 3 TO
INDENTURE
This SUPPLEMENT NO. 3 TO INDENTURE,
dated as of June 29, 2005 (this “ Supplement ”),
is between TRUCK RETAIL INSTALMENT PAPER CORP., a Delaware
corporation (the “ Issuer ”) and THE BANK OF NEW
YORK, a New York banking corporation, as indenture trustee and not
in its individual capacity (the “ Indenture Trustee
”). Capitalized terms used but not otherwise defined herein
shall have the meaning ascribed to such terms in the Indenture
(hereinafter defined).
WHEREAS , the Issuer and the Indenture Trustee entered
into the Indenture, dated as of October 16, 2000, as supplemented
by the Series 2000-1 Supplement to the Indenture, dated as of
October 16, 2000, as further supplemented by the Series 2005-1
Supplement to the Indenture, dated as of June 29, 2005 (the “
Series 2005-1 Supplement ”), as further supplemented
by Supplement No. 1 to Indenture, dated as of July 24, 2001, as
further supplemented by Supplement No. 2 to Indenture, dated as of
July 31, 2002 (as amended and supplemented, the “
Indenture ”);
WHEREAS , the parties hereto desire to amend the
Indenture in the manner set forth herein;
WHEREAS , the Indenture Trustee is authorized by an
Issuer Order to enter into this Supplement; and
WHEREAS , the Issuer has provided prior notice of its
intention to enter into this Supplement to the Ratings
Agencies.
NOW, THEREFORE,
in consideration of the premises
and for other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto
agree, for the equal and proportionate benefit of all Holders of
the Notes, as follows:
ARTICLE I
AMENDMENTS TO THE
INDENTURE
SECTION 1.1 Amendment of Section
(k) of the Granting Clause . Section (k) of the Granting Clause
is hereby amended by replacing the reference to “Section
9-306” with “Section 9-102.”
SECTION 1.2 Amendment of Appendix
A of the Indenture .
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(a)
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The definition
of “Eligible Receivable” is hereby amended by replacing
the reference to the “Soldiers’ and Sailors’
Civil Relief Act of 1940” in paragraph (q) with the
“Servicemembers Civil Relief Act” and by deleting
paragraph (r) in its entirety and replacing it with the
following:
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(r) it arises under a Contract
having a maximum term not in excess of 85 months from origination
and has a remaining term of not more than (i) 84 months, in the
case of Receivables sold to the Issuer before June 29, 2009, and
(ii) 72 months, in the case of Receivables sold to the Issuer on or
after June 29, 2009, in eac
