0000083402-07-000054 Sample Contracts

LIMITED LIABILITY COMPANY AGREEMENT OF LEAF VENTURES, LLC (a Delaware Limited Liability Company)
Limited Liability Company Agreement • May 4th, 2007 • Resource America Inc • Investors, nec • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT is made as of March ____, 2007, by which LEAF Financial Corporation (the “Class A Member”), Crit DeMent, Miles Herman, Robert Moskovitz, David English, Matthew Goldenberg and Nicholas Capparelli (individually each a “Class B Member” and collectively the “Class B Members”), establish and organize a limited liability company (the “Company”) to be managed by the Class A Member. The Class A Member and the Class B Member are sometimes collectively referred to as the “Members”. The Members, intending to be legally bound, hereby set forth the terms of their agreement as to the affairs of the Company and the conduct of its business, as follows:

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LIMITED LIABILITY COMPANY AGREEMENT OF MERIT CAPITAL ADVANCE, LLC
Limited Liability Company Agreement • May 4th, 2007 • Resource America Inc • Investors, nec • Delaware

LIMITED LIABILITY COMPANY AGREEMENT (this "LLC Agreement") of MERIT CAPITAL ADVANCE, LLC (the "Company"), dated as of March 15, 2007 is entered into by the undersigned members (each, a "Member").

THIRD AMENDMENT TO CREDIT AGREEMENT
Credit Agreement • May 4th, 2007 • Resource America Inc • Investors, nec • Pennsylvania

This THIRD AMENDMENT TO CREDIT AGREEMENT (the “Third Amendment”) dated March 14, 2007, is by and among LEAF FINANCIAL CORPORATION, a Delaware corporation (“LEAF Financial”), and LEAF FUNDING, INC., a Delaware corporation (“LEAF Funding” and together with LEAF Financial, each individually a “Borrower” and individually and collectively, jointly and severally, the “Borrowers”), the various financial institutions and other Persons parties hereto (the “Lenders”), and National City Bank, as administrative agent and collateral agent for the Lenders (in such capacity, the “Agent”).

U.S. $33,000,000 CREDIT AGREEMENT Dated as of March 15, 2007 between MERIT CAPITAL ADVANCE, LLC as Borrower and DEUTSCHE BANK AG CAYMAN ISLANDS BRANCH as Lender
Security Agreement • May 4th, 2007 • Resource America Inc • Investors, nec • New York

CREDIT AGREEMENT dated as of March 15, 2007, between MERIT CAPITAL ADVANCE, LLC, a Delaware limited liability company (the "Borrower"), and DEUTSCHE BANK AG Cayman Islands Branch ("DB" or the "Lender").

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