AMENDMENT NO. 5 TO
THIS AMENDMENT NO. 5 TO LOAN AGREEMENT, dated as of December 9, 2003 (the "Amendment"),
is entered into by and among THREE PILLARS FUNDING, LLC (successor to THREE PILLARS FUNDING
CORPORATION), ("Three Pillars"), SUNTRUST CAPITAL MARKETS, INC. (formerly SunTrust Equitable
Securities Corporation), as administrator (the "Administrator"), CVTI RECEIVABLES CORP. ("CVTI"), and
COVENANT TRANSPORT, INC. ("Covenant"). Capitalized terms used and not otherwise defined herein are
used as defined in the Loan Agreement, dated as of December 12, 2000 among Three Pillars, the Administrator,
CVTI and Covenant (as amended to date, the "Loan Agreement").
WHEREAS, the parties hereto desire to further amend the Loan Agreement in certain respects as provided
NOW THEREFORE, in consideration of the premises and the other mutual covenants contained herein, the
parties hereto agree as follows:
SECTION 1. Amendments to the Loan Agreement.
The definition of "Scheduled Commitment Termination Date" in Section 1.1 is hereby amended to read in its
entirety as follows:
"Scheduled Commitment Termination Date: December 7, 2004."
SECTION 3. Effect of Amendment. Except as modified and expressly amended by this Amendment, the Loan
Agreement is in all respects ratified and confirmed, and all the terms, provisions and conditions thereof shall be
and remain in full force and effect. On and after the effective date hereof, all references in the Loan Agreement to
"this Agreement," "hereto," "hereof," "hereunder" or words of like import refer to the Loan Agreement as
amended by this Amendment.
SECTION 4. Binding Effect. This Amendment shall be binding upon and inure to the benefit of the parties to the
Loan Agreement and their successors and permitted assigns.
SECTION 5. Governing Law. This Amendment shall be governed by, and construed in accordance with, the
laws of the State of New York.
SECTION 6. Execution in Counterparts; Severability. This Amen