Automotive Finance Consumer Division, LLC Watch

from S-1/A 331 pages $1,865,000,000 Credit Agreement Kar Holdings II, LLC Holdings Kar Holdings, Inc. Borrower the Lenders Party Hereto Bear Stearns Corporate Lending Inc. Administrative Agent Ubs Securities LLC Syndication Agent Goldman Sachs Credit Partners L.P. Deutsche Bank Securities Inc. Co-Documentation Agents Bear, Stearns & Co. Inc. Ubs Securities LLC Goldman Sachs Credit Partners L.P. Joint Bookrunners Dated as of April 20, 2007 Bear, Stearns & Co. Inc. and Ubs Securities LLC Joint Lead Arrangers

from S-1/A 255 pages $1,865,000,000 Credit Agreement Kar Holdings II, LLC Holdings Kar Holdings, Inc. Borrower the Lenders Party Hereto Bear Stearns Corporate Lending Inc. Administrative Agent Ubs Securities LLC Syndication Agent Goldman Sachs Credit Partners L.P. Deutsche Bank Securities Inc. Co-Documentation Agents Bear, Stearns & Co. Inc. Ubs Securities LLC Goldman Sachs Credit Partners L.P. Joint Bookrunners Dated as of April 20, 2007 Bear, Stearns & Co. Inc. and Ubs Securities LLC Joint Lead Arrangers

from S-4 6 pages B. in Connection With the Credit Agreement, Kar Holdings, Inc., Kar Holdings II, LLC, and Certain of Their Affiliates (Other Than the Additional Grantors) Have Entered Into That Certain Guarantee and Collateral Agreement, Dated as of April 20, 2007 (As Amended, Supplemented or Otherwise Modified From Time to Time, the “Guarantee and Collateral Agreement”) in Favor of the Administrative Agent for the Benefit of the Secured Parties; C. the Credit Agreement Requires the Additional Grantors to Become Parties to the Guarantee and Collateral Agreement; and D. the Additional Grantors Have Agreed to Execute and Deliver This Assumption Agreement in Order to Become Parties to the Guarantee and Collateral Agreement. Now, Therefore, It Is Agreed

from S-4 114 pages $1,865,000,000 Credit Agreement Kar Holdings II, LLC Holdings Kar Holdings, Inc. Borrower the Lenders Party Hereto Bear Stearns Corporate Lending Inc. Administrative Agent Ubs Securities LLC Syndication Agent Goldman Sachs Credit Partners L.P. Deutsche Bank Securities Inc. Co-Documentation Agents Bear, Stearns & Co. Inc. Ubs Securities LLC Goldman Sachs Credit Partners L.P. Joint Bookrunners Dated as of April 20, 2007 Bear, Stearns & Co. Inc. and Ubs Securities LLC Joint Lead Arrangers