0000908662-07-000414 Sample Contracts

Contract
Resignation, Appointment and Acceptance Agreement • December 17th, 2007 • Textron Financial Corp • Finance lessors • New York

AGREEMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE, dated as of December 17, 2007 by and among Textron Financial Canada Funding Corp., an unlimited liability corporation duly organized under the laws of the Province of Nova Scotia (the “Issuer”), Textron Financial Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Guarantor”), U.S. Bank National Association (successor trustee to SunTrust Bank), a national banking association (“Prior Trustee”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association (“Successor Trustee”).

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Contract
Resignation, Appointment and Acceptance Agreement • December 17th, 2007 • Textron Financial Corp • Finance lessors • New York

AGREEMENT OF RESIGNATION, APPOINTMENT AND ACCEPTANCE, dated as of December 17, 2007 by and among Textron Financial Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Issuer”), U.S. Bank National Association (successor trustee to SunTrust Bank), a national banking association (“Prior Trustee”) and THE BANK OF NEW YORK TRUST COMPANY, N.A., a national banking association (“Successor Trustee”).

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