Common use of Section 14 Clause in Contracts

Section 14. 12. Protection of Right, Title and Interest in Assets; Further Action Evidencing the Funding......................................................95 Section 14.13. Confidentiality; Tax Treatment Disclosure..................................................96 Section 14.14. Execution in Counterparts; Severability; Integration.......................................97 Section 14.15. Waiver of Setoff...........................................................................97 EXHIBITS EXHIBIT A Form of Funding Notice EXHIBIT B Form of Assignment and Acceptance EXHIBIT C Form of Monthly Report EXHIBIT D Form of Joinder EXHIBIT E Form of Hedging Agreement (including Schedule and Confirmation) EXHIBIT F Form of Officer's Certificate as to Solvency EXHIBIT G Form of Take-Out Release EXHIBIT H Form of Contribution Agreement EXHIBIT I Form of Variable Funding Note EXHIBIT J-1 Form 1 of Dealer Agreement EXHIBIT J-2 Form 2 of Dealer Agreement EXHIBIT K [Reserved] EXHIBIT L Forms of Contracts EXHIBIT M [Reserved] EXHIBIT N [Reserved] EXHIBIT O Form of Backup Servicing Agreement SCHEDULE I Condition Precedent Documents SCHEDULE II Credit Guidelines SCHEDULE III Tradenames, Fictitious Names and "Doing Business As" Names SCHEDULE IV Location of Records and Contract Files SCHEDULE V Loan and Contract List SCHEDULE VI Collection Guidelines SCHEDULE VII Forecasted Collections SCHEDULE VIII Commitment Amount of Each Investor SCHEDULE IX List of Dealer Agreements and Pools THIS LOAN AND SECURITY AGREEMENT (the "Agreement") is made as of September [__], 2003, among:

Section 14. 127. Governing Law; Consent to Jurisdiction; Waiver of Objection to Venue.......................84 Section 14.8. Waiver of Jury Trial.......................................................................85 Section 14.9. Costs, Expenses and Taxes..................................................................85 Section 14.10. No Proceedings.............................................................................86 Section 14.11. Recourse Against Certain Parties...........................................................86 Section 14.12. Protection of Right, Title and Interest in Assets; Further Action Evidencing the Funding......................................................95 87 Section 14.13. Confidentiality; Tax Treatment Disclosure..................................................96 ............................................................................88 Section 14.14. Execution in Counterparts; Severability; Integration.......................................97 89 Section 14.15. Waiver of Setoff...........................................................................97 90 EXHIBITS EXHIBIT A Form of Funding Notice EXHIBIT B Form of Assignment and Acceptance EXHIBIT C Form of Monthly Report EXHIBIT D Form of Joinder [Reserved] EXHIBIT E Form of Hedging Agreement (including Schedule and Confirmation) EXHIBIT F Form of Officer's Certificate as to Solvency EXHIBIT G Form of Take-Out Release EXHIBIT H Form of Contribution Agreement EXHIBIT I Form of Variable Funding Note EXHIBIT J-1 J Form 1 of Dealer Agreement EXHIBIT J-2 Form 2 of Dealer Agreement EXHIBIT K [Reserved] EXHIBIT L Forms of Contracts EXHIBIT M [Reserved] EXHIBIT N [Reserved] EXHIBIT O Form of Backup Servicing Agreement SCHEDULE I Condition Precedent Documents SCHEDULE II Credit Guidelines [Reserved] SCHEDULE III Tradenames, Fictitious Names and "Doing Business As" Names SCHEDULE IV Location of Records and Contract Files SCHEDULE V Loan and Contract List SCHEDULE VI Collection Guidelines SCHEDULE VII Forecasted Collections [Reserved] SCHEDULE VIII Commitment Amount of Each Investor SCHEDULE IX List of Dealer Agreements and Pools THIS LOAN AND SECURITY AGREEMENT (the "Agreement") is made as of September [__]27, 20032002, among:

Section 14. 1210. Protection of Right, Title and Interest in AssetsGOVERNING LAW; Further Action Evidencing the Funding......................................................95 CONSENT TO JURISDICTION; WAIVER OF JURY TRIAL.............................63 Section 14.11. Counterparts.............................................................................64 Section 14.12. Severability.............................................................................65 Section 14.13. Confidentiality; Tax Treatment Disclosure..................................................96 Section Titles...........................................................................65 Section 14.14. Execution in Counterparts; Severability; Integration.......................................97 Section 14.15. Waiver of Setoff...........................................................................97 EXHIBITS EXHIBIT A Further Assurances.......................................................................65 WNC Receivables, LLC Receivables Purchase and Servicing Agreement EXHIBITS, SCHEDULES AND ANNEXES Exhibit 2.02(a) Form of Funding Commitment Reduction Notice EXHIBIT B Exhibit 2.02(b) Form of Assignment and Acceptance EXHIBIT C Commitment Termination Notice Exhibit 2.03(a)(i) Form of Daily Investment Base Certificate Exhibit 2.03(a)(ii) Form of Weekly Investment Base Certificate Exhibit 2.03(a)(iii) Form of Monthly Report EXHIBIT D Exhibit 2.03(b) Form of Joinder EXHIBIT E Purchase Request Exhibit 2.04(a) Form of Hedging Agreement (including Schedule and Confirmation) EXHIBIT F Purchase Assignment Exhibit 5.02 Form of Officer's Bringdown Certificate as to Solvency EXHIBIT G Exhibit 10.03 Form of Take-Out Release EXHIBIT H Form Power of Contribution Agreement EXHIBIT I Form Attorney Exhibit A Credit and Collection Policy Schedule 4.01(b) Seller's Executive Offices; Collateral Locations; Legal or Other Names; Organizational Identification Number FEIN Schedule 4.01(h) Membership Interests of Variable Funding Note EXHIBIT J-1 Form 1 Seller; Equity Interests of Dealer Agreement EXHIBIT J-2 Form 2 Independent Member Schedule 4.01(r) Seller's Deposit and Disbursement Accounts Schedule 5.05(b) Independent Member's Existing Liens Annex 5.02 Reporting Requirements of Dealer Agreement EXHIBIT K [Reserved] EXHIBIT L Forms of Contracts EXHIBIT M [Reserved] EXHIBIT N [Reserved] EXHIBIT O Form of Backup the Seller Annex 7.02 Investment Reports Annex X Definitions WNC Receivables, LLC Receivables Purchase and Servicing Agreement SCHEDULE I Condition Precedent Documents SCHEDULE II Credit Guidelines SCHEDULE III Tradenames, Fictitious Names and "Doing Business As" Names SCHEDULE IV Location of Records and Contract Files SCHEDULE V Loan and Contract List SCHEDULE VI Collection Guidelines SCHEDULE VII Forecasted Collections SCHEDULE VIII Commitment Amount of Each Investor SCHEDULE IX List of Dealer Agreements and Pools THIS LOAN RECEIVABLES PURCHASE AND SECURITY SERVICING AGREEMENT (the as amended, supplemented or otherwise modified and in effect from time to time, this "Agreement") is made entered into as of September [__]April 11, 20032002, among:by and among WNC RECEIVABLES, LLC, a Delaware limited liability company (the "Seller"), WABASH FINANCING LLC, a Delaware limited liability company ("WFL"), in its capacity as servicer hereunder (in such capacity, the "Servicer"), WNC RECEIVABLES MANAGEMENT CORP., a Delaware corporation (the "Independent Member"), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as the sole initial purchaser (a "Purchaser" and, together with its successors and assigns, the "Purchasers") and as administrative agent for the Purchasers hereunder (in such capacity, the "Agent").

Section 14. 1209. Protection of Right, Title and Interest in AssetsGOVERNING LAW; Further Action Evidencing the Funding......................................................95 CONSENT TO JURISDICTION; WAIVER OF JURY TRIAL................................................................ 68 Section 14.10. Counterparts................................................................. 70 Section 14.11. Severability................................................................. 70 Section 14.12. Section Titles............................................................... 70 Section 14.13. Confidentiality; Tax Treatment Disclosure..................................................96 Section 14.14Further Assurances........................................................... 70 A.M.Castle & Co. et al. Execution in Counterparts; Severability; Integration.......................................97 Section 14.15. Waiver of Setoff...........................................................................97 EXHIBITS EXHIBIT A and Castle SPFD, LLC, Receivables Purchase and Servicing Agreement EXHIBITS, SCHEDULES AND ANNEXES Exhibit 2.02(a) Form of Funding Commitment Reduction Notice EXHIBIT B Exhibit 2.02(b) Form of Assignment and Acceptance EXHIBIT C Commitment Termination Notice Exhibit 2.03(a)(i) Form of Investment Base Certificate Exhibit 2.03(a)(ii) Form of Monthly Report EXHIBIT D Exhibit 2.03(b) Form of Joinder EXHIBIT E Capital Purchase Request Exhibit 2.03(c) Form of Hedging Agreement (including Schedule and ConfirmationRepayment Notice Exhibit 2.04(a) EXHIBIT F Form of Officer's Certificate as to Solvency EXHIBIT G Purchase Assignment Exhibit 5.02 Form of Take-Out Release EXHIBIT H Bringdown Certificate Exhibit 10.03 Form of Contribution Agreement EXHIBIT I Power of Attorney Exhibit A Credit and Collection Policy Exhibit B Form of Variable Funding Extended Term Promissory Note EXHIBIT J-1 Form 1 Schedule 4.01(b) Seller's Executive Offices; Collateral Locations; Legal or Other Names Schedule 4.01(c)(v) Schedule 4.01(h) Outstanding Equity Interests Schedule 4.01(i) Taxes Schedule 4.01(r) Deposit and Disbursement Accounts Annex 5.02 Reporting Requirements of Dealer Agreement EXHIBIT J-2 Form 2 the Seller Annex 7.02 Investment Reports Annex X Definitions Annex Y Schedule of Dealer Agreement EXHIBIT K [Reserved] EXHIBIT L Forms of Contracts EXHIBIT M [Reserved] EXHIBIT N [Reserved] EXHIBIT O Form of Backup Servicing Agreement SCHEDULE I Condition Precedent Documents SCHEDULE II Credit Guidelines SCHEDULE III Tradenames, Fictitious Names and "Doing Business As" Names SCHEDULE IV Location of Records and Contract Files SCHEDULE V Loan and Contract List SCHEDULE VI Collection Guidelines SCHEDULE VII Forecasted Collections SCHEDULE VIII Commitment Amount of Each Investor SCHEDULE IX List of Dealer Agreements and Pools THIS LOAN AND SECURITY AGREEMENT (the "Agreement") is made as of September [__], 2003, among:Documents

Section 14. 127. Governing Law; Consent to Jurisdiction; Waiver of Objection to Venue..................................... 70 Section 14.8. Waiver of Jury Trial................................... 71 Section 14.9. Costs, Expenses and Taxes.............................. 71 Section 14.10. No Proceedings......................................... 72 Section 14.11. Recourse Against Certain Parties....................... 72 Section 14.12. Protection of Right, Title and Interest in AssetsCollateral; Further Action Evidencing the Funding......................................................95 .................. 73 Section 14.13. Confidentiality; Tax Treatment Disclosure..................................................96 .............. 74 Section 14.14. Execution in Counterparts; Severability; Integration.......................................97 ... 75 Section 14.15. Waiver of Setoff...........................................................................97 ....................................... 75 -iii- TABLE OF CONTENTS (continued) PAGE ---- EXHIBITS EXHIBIT A Form of Funding Notice EXHIBIT B Form of Assignment and Acceptance EXHIBIT C Form of Monthly Report EXHIBIT D Form of Joinder EXHIBIT E Form of Hedging Agreement (including Schedule and Confirmation) Certificate Supplement EXHIBIT F Form of Officer's Certificate as to Solvency Assignment and Servicing Agreement EXHIBIT G Form of Take-Out Release EXHIBIT H Form of Contribution Certificate Purchase Agreement EXHIBIT I Form of Variable Funding Note EXHIBIT J-1 Form 1 of Dealer Agreement EXHIBIT J-2 Form 2 of Dealer Agreement EXHIBIT K [Reserved] EXHIBIT L Forms of Contracts EXHIBIT M [Reserved] EXHIBIT N [Reserved] EXHIBIT O Form of Backup Servicing Agreement SCHEDULES SCHEDULE I Condition Precedent Documents SCHEDULE II Credit Guidelines [Reserved] SCHEDULE III Tradenames, Fictitious Names and "Doing Business As" Names SCHEDULE IV Location of Records and Contract Files SCHEDULE V Loan and Contract List SCHEDULE VI Collection Guidelines SCHEDULE VII Forecasted Collections SCHEDULE VIII Commitment Amount of Each Investor SCHEDULE IX List of Dealer Agreements and Pools THIS LOAN AND SECURITY CERTIFICATE FUNDING AGREEMENT (the "Agreement") is made as of September [__]20, 20032006, among:

Section 14. 1210. Protection of Right, Title and Interest in AssetsGOVERNING LAW; Further Action Evidencing the Funding......................................................95 CONSENT TO JURISDICTION; WAIVER OF JURY TRIAL........................65 Section 14.11. Counterparts........................................................................66 Section 14.12. Severability........................................................................66 Section 14.13. Confidentiality; Tax Treatment Disclosure..................................................96 Section Titles......................................................................67 Section 14.14. Execution in Counterparts; Severability; Integration.......................................97 Limited Recourse....................................................................67 Section 14.15. Waiver of Setoff...........................................................................97 EXHIBITS EXHIBIT A Further Assurances..................................................................67 EXHIBITS, SCHEDULES AND ANNEXES Exhibit 2.02(a) Form of Funding Commitment Reduction Notice EXHIBIT B Exhibit 2.02(b) Form of Commitment Termination Notice Exhibit 2.03(a) Form of Investment Base Certificate Exhibit 2.03(b) Form of Capital Purchase Request Exhibit 2.03(c) Form of Repayment Notice Exhibit 2.04(a) Form of Purchase Assignment and Acceptance EXHIBIT C Exhibit 3.01(a)(i) Form of Solvency Certificate Exhibit 3.01(a)(ii)(A) Form of Seller Certificate (Closing) Exhibit 3.01(a)(ii)(B) Form of Seller Certificate (Post-Closing) Exhibit 3.01(a)(iii)(A) Form of Servicer's Certificate (Closing) Exhibit 3.01(a)(iii)(B) Form of Servicer's Certificate (Post-Closing) Exhibit 3.01(a)(iv) Form of Monthly Report EXHIBIT D Exhibit 10.03 Form of Joinder EXHIBIT E Form Power of Hedging Agreement Attorney Exhibit A Credit and Collection Policy Schedule 4.01(b) Executive Offices; Collateral Locations; Corporate or Other Names; Organizational Identification Number FEIN/Seller Schedule 4.01(d) Litigation Schedule 4.01(h) Ventures, Subsidiaries and Affiliates; Outstanding Stock and Debt/Seller Schedule 4.01(i) Tax Matters/Seller Schedule 4.01(r) Deposit and Disbursement Accounts/Seller Schedule 5.01(b) Corporate and Trade Names/Seller Schedule 5.03(b) Existing Liens/Seller (including a) Reporting Requirements of the Seller Annex 7.07 Reporting Requirements of the Servicer Annex X Definitions Annex Y Schedule and Confirmation) EXHIBIT F Form of Officer's Certificate as to Solvency EXHIBIT G Form of Take-Out Release EXHIBIT H Form of Contribution Agreement EXHIBIT I Form of Variable Funding Note EXHIBIT J-1 Form 1 of Dealer Agreement EXHIBIT J-2 Form 2 of Dealer Agreement EXHIBIT K [Reserved] EXHIBIT L Forms of Contracts EXHIBIT M [Reserved] EXHIBIT N [Reserved] EXHIBIT O Form of Backup Servicing Agreement SCHEDULE I Condition Precedent Documents SCHEDULE II Credit Guidelines SCHEDULE III Tradenames, Fictitious Names and "Doing Business As" Names SCHEDULE IV Location of Records and Contract Files SCHEDULE V Loan and Contract List SCHEDULE VI Collection Guidelines SCHEDULE VII Forecasted Collections SCHEDULE VIII Commitment Amount of Each Investor SCHEDULE IX List of Dealer Agreements and Pools THIS LOAN RECEIVABLES PURCHASE AND SECURITY SERVICING AGREEMENT (as amended, supplemented or otherwise modified and in effect from time to time, the "Agreement") is made entered into as of September [__]August 30, 20032002, among:by and among AVONDALE FUNDING LLC, a Delaware limited liability company (the "Seller"), AVONDALE XXXXX, INC., an Alabama corporation, in its capacity as servicer hereunder (in such capacity, the "Servicer"), REDWOOD RECEIVABLES CORPORATION, a Delaware corporation (the "Conduit Purchaser"), and GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation, as a Committed Purchaser (the "Committed Purchaser") and as administrative agent for the Conduit Purchaser and the Committed Purchaser hereunder (in such capacity, the "Administrative Agent").