AMENDMENT NO. 4 TO
SECOND AMENDED AND RESTATED
LOAN AND SECURITY
AGREEMENT
AMENDMENT NO. 4 TO SECOND AMENDED AND
RESTATED LOAN AND SECURITY AGREEMENT, dated as of August 27, 2008
(this “Amendment”), is entered into in connection with
that certain SECOND AMENDED AND RESTATED LOAN AND SECURITY
AGREEMENT, dated as of August 31, 2007 (as amended,
supplemented, restated or replaced from time to time, the
“Loan Agreement”), by and among CAC WAREHOUSE FUNDING
CORPORATION II, a Nevada corporation, (the “Borrower”),
CREDIT ACCEPTANCE CORPORATION, a Michigan corporation,
(“Credit Acceptance”) as the originator, the servicer
or the custodian, WACHOVIA BANK, NATIONAL ASSOCIATION, as an
investor for the VFCC Purchaser Group (an “Investor”)
and the other Investors from time to time party thereto, VARIABLE
FUNDING CAPITAL COMPANY, LLC, a Delaware limited liability company
(“VFCC”), a CP conduit or a lender, and the other CP
conduits from time to time party thereto, WACHOVIA CAPITAL MARKETS,
LLC, a Delaware limited liability company (“WCM”), as
deal agent (the “Deal Agent”), WACHOVIA BANK, NATIONAL
ASSOCIATION, a national banking association with its headquarters
in Charlotte, North Carolina (“Wachovia”), as the
liquidity agent for the VFCC Purchaser Group (a “Liquidity
Agent”) and the other Liquidity Agents from time to time
party thereto, SYSTEMS & SERVICES TECHNOLOGIES, INC., a
Delaware corporation as the backup servicer (the “Backup
Servicer”) and WACHOVIA CAPITAL MARKETS, LLC, a Delaware
corporation, as collateral agent (the “Collateral
Agent”).
Capitalized terms used and not
defined in this Amendment shall have the meanings given to such
terms in the Loan Agreement.
PRELIMINARY
STATEMENTS
WHEREAS, each of the signatories
hereto is party to the Loan Agreement;
WHEREAS, each of the signatories
hereto agrees that the facility under the Loan Agreement is now,
and immediately following the date hereof shall be, in the
Revolving Period with regard to each Purchaser Group; and
WHEREAS, the parties hereto desire to
amend the Loan Agreement in certain respects as provided
herein;
NOW, THEREFORE, in consideration of
the mutual covenants contained herein and in the Loan Agreement,
and other good and valuable consideration, the receipt and adequacy
of which is hereby expressly acknowledged, and intending to be
legally bound hereby, the signatories hereto agre
