Common Contracts

FIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT

Limited Liability Company Operating Agreement • June 17th, 2009 • Delaware

• Contract Type
  Limited Liability Company Operating Agreement
• Filed
  June 17th, 2009
• Jurisdiction
  Delaware

This Fifth Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Old CarCoCarco LLC (f/k/a Chrysler LLC) (the “Company”), dated and effective as of May [•], 2009 (the “Effective Date”), is entered into between CarCo Intermediate HoldCo II LLC, a Delaware limited liability company (“CarCo HoldCo”), and Chrysler Holding LLC, a Delaware limited liability company (“HoldCo”). This Agreement amends and restates the Fourth Amended and Restated Limited Liability Company Agreement of the Company dated October 24, 2007 (the “Fourth Agreement”).

FOURTHFIFTH AMENDED AND RESTATED LIMITED LIABILITY COMPANY OPERATING AGREEMENT

Limited Liability Company Operating Agreement • May 19th, 2009 • Delaware

• Contract Type
  Limited Liability Company Operating Agreement
• Filed
  May 19th, 2009
• Jurisdiction
  Delaware

This FourthFifth Amended and Restated Limited Liability Company Agreement (this “Agreement”) of Old CarCo LLC (f/k/a Chrysler LLC) (the “Company”), dated and effective as of October 24May [•], 20072009 (the “Effective Date”), is entered into between CarCo Intermediate HoldcoHoldCo II LLC, a Delaware limited liability company (“CarCo