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Exhibit 10.9.3
FIFTH AMENDMENT TO RECEIVABLES SALE AGREEMENT
THIS FIFTH AMENDMENT (the "Amendment"),
dated as of December 24, 2003, is
entered into among Swift Receivables
Corporation (the "Seller"), Swift
Transportation Corporation (the "Collection
Agent"), Amsterdam Funding
Corporation, a Delaware corporation
("Amsterdam"), ABN AMRO Bank N.V., as
Amsterdam's program letter of credit
provider (the "Enhancer"), the Liquidity
Provider listed on the signature page
hereof (the "Liquidity Provider") and ABN
AMRO Bank N.V., as agent for Amsterdam, the
Enhancer and the Liquidity Provider
(the "Agent");
WITNESSETH:
WHEREAS, the Seller, Collection Agent,
Amsterdam, Enhancer, Liquidity Provider
and Agent have heretofore executed and
delivered a Receivables Sale Agreement
dated as of December 30, 1999 (as amended,
supplemented or otherwise modified
through the date hereof, the "Sale
Agreement"); and
WHEREAS, the parties hereto desire to amend
the Sale Agreement as provided
herein;
NOW, THEREFORE, for good and valuable
consideration, the receipt and adequacy of
which are hereby acknowledged, the parties
hereto hereby agree that the Sale
Agreement shall be and is hereby amended as
follows:
Section 1.
The defined term "Liquidity Termination Date" appearing in
Schedule I
to the Sale Agreement is hereby amended by deleting the date
"December
24, 2003" appearing in clause (d) thereof and inserting in its
place the
date "December 22, 2004.
Section 2.
The defined term "Termination Date" appearing in Schedule I to
the Sale
Agreement is hereby amended by deleting the date "December 24,
2003"
appearing in clause (c)(ii) thereof and inserting in its place
the
date
"December 22, 2004".
Section 3.
This Amendment shall become effective once the Agent has
received
(i) counterparts hereof executed by the Seller, Collection
Agent,
each
Purchaser and the Agent and (ii) the acknowledgment and consent
in
the form
set forth below duly executed and delivered by Swift
Transportation Co., Inc.
Section 4.
To induce the Agent and the Purchasers to enter into this
Amendment,
the Seller and Collection Agent represent and warrant to the
Agent and
the Purchasers that: (a) the representations and warranties
contained
in the Transaction Documents, are true and correct in all
material
respects as of the date hereof with the same effect as though
made on
the date hereof (it being understood and agreed that any
representation or warranty which by its terms is made as of a
specified
date shall
be required to be true and correct in all material respects
only as of such
specified date)
