Anti-trust agreements between Dealer Services Corporation, Automotive Finance

Corporation and Manheim Automotive Financial Services may be possible.

Dealer Services Corporation contends that "DSC has numerous valid potential
business relationships with which AFC's anticompetitive and unfair competitive
acts have wrongfully interfered."

Indiana-based DSC's attorneys go on to allege that "AFC has refused, and continues
to refuse, to enter into a blanket inter-company creditor agreement with DSC. When
DSC and AFC provide inventory capital funding services to automotive dealers, the
company with prior UCC filing has priority over a dealer’s entire inventory,
irrespective of whether a competitor provides funding for any of that inventory.

AFC had exclusive rights to take “all” vehicle inventory when one of their car
dealers defaulted because of AFC’s UCC filing. Knowing that many of the vehicles
on a car dealer’s lot were owned by wholesalers, AFC could use their UCC filing to
claim all assets. This included inventory not owned by AFC’s debtor, but an unwary
wholesaler who mistakenly thought holding the vehicle title proved ownership.

Crafty attorneys had turned the Uniform Commercial Code on its head. AFC’s prior
president, John Fuller, now started up DSC and wanted a piece of that stolen pie.
AFC said no way, we have the first UCC filing and you’re out of luck. That meant
if DSC floored some cars for a used car dealer, AFC could take DSC’s cars and
waive a UCC-1 filing.

DSC was desperate to have AFC sign a “Divvy-the-Loot” agreement, also known as a
blanket enter-company creditor agreement. There was no good reason for AFC to sign
any agreements with DSC, except that John Fuller had “some dirt” on AFC. The dirt
being the sham argument of the UCC “all asset agreement” those AFC attorneys were
shoving down the Courts throats.

DSC’s complaint against AFC regarding UCC rights stated: "In order to avoid this
inequity, companies that provide floor planning routinely enter into creditor
agreements, whereby they agree that each company shall have priority over the
inventory that they respectively funded," Indiana-based DSC's attorneys continued.
"DSC has entered into such blanket agreements with AFC's competitors, including
Manheim Automotive Financial Services and a number of regional floor plan
companies. AFC, however, refuses to enter into a blanket enter-company creditor
agreement with DSC. As a result, DSC was unable to do business with some dealers."