0000893220-09-001136 Sample Contracts

LEAF EQUIPMENT FINANCE FUND 4, L.P. RECEIVABLES LOAN AND SECURITY AGREEMENT
Receivables Loan and Security Agreement • May 12th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York
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LIMITED LIABILITY COMPANY AGREEMENT OF LEAF FUNDS JOINT VENTURE 2, LLC
Limited Liability Company Agreement • May 12th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • Delaware

THIS LIMITED LIABILITY COMPANY AGREEMENT OF LEAF FUNDS JOINT VENTURE 2, LLC dated as of this 1st day of March, 2009 (this “Agreement”), is made by and among those persons listed on Exhibit A attached hereto, as amended from time to time after the date hereof (each, a “Member” and together, the “Members”). The Members, intending to be legally bound, hereby set forth the terms of their agreement as to the affairs of LEAF Funds Joint Venture 2, LLC (the “Company”) and the conduct of the Company’s business, as follows:

INDENTURE BY LEAF COMMERCIAL FINANCE FUND, LLC
Indenture • May 12th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York
AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT OF LEAF COMMERCIAL FINANCE FUND, LLC
Limited Liability Company Agreement • May 12th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • Delaware

THIS AMENDED AND RESTATED LIMITED LIABILITY COMPANY AGREEMENT of LEAF Commercial Finance Fund, LLC (the “Company”) is made as of March 1, 2009, and amends and restates in its entirety the Limited Liability Company Agreement of the Company dated as of October 1, 2007. The Company shall have two classes of members: Class A Members and Class B Members. The Class A Members and the Class B Members 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:

MEMBERSHIP INTEREST PURCHASE AGREEMENT BETWEEN LEAF FINANCIAL CORPORATION AND LEAF FUNDS JOINT VENTURE 2, LLC
Membership Interest Purchase Agreement • May 12th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made as of this 1st day of March, 2009, by and between LEAF Financial Corporation, a Delaware corporation (“LFC”), and LEAF Funds Joint Venture 2, LLC, a Delaware limited liability company (“LEAF JV2”).

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