0000950135-09-001052 Sample Contracts

AMENDMENT NO. 1 TO SERIES 2008-CP-2 SUPPLEMENT
Textron Financial Corp • February 19th, 2009 • Finance lessors • New York

This Amendment No. 1 to Series 2008-CP-2 Supplement (this “Amendment”) is entered into as of February 12, 2009 by and between Textron Financial Floorplan Master Note Trust (the “Issuer”) and The Bank of New York Mellon (f/k/a The Bank of New York), as Indenture Trustee (as indenture trustee and not in its individual capacity, the “Indenture Trustee”).

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AMENDMENT NO. 1 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • February 19th, 2009 • Textron Financial Corp • Finance lessors • New York

This AMENDMENT NO. 1 TO AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT (this “Amendment”), dated as of February 12, 2009, by and between TEXTRON FINANCIAL CORPORATION, a Delaware corporation (“TFC”), and TEXTRON RECEIVABLES CORPORATION III, a Delaware corporation (“TRC III”).

AMENDMENT NO. 2 TO AMENDED AND RESTATED SALE AND SERVICING AGREEMENT
Sale and Servicing Agreement • February 19th, 2009 • Textron Financial Corp • Finance lessors • New York

This AMENDMENT NO. 2 TO AMENDED AND RESTATED SALE AND SERVICING AGREEMENT (this “Amendment”), dated as of February 12, 2009, among TEXTRON FINANCIAL CORPORATION, a Delaware corporation (the “Servicer”), TEXTRON RECEIVABLES CORPORATION III, a Delaware corporation (the “Seller”), TEXTRON FINANCIAL FLOORPLAN MASTER NOTE TRUST, a Delaware statutory trust (the “Trust”), and THE BANK OF NEW YORK MELLON (f/k/a The Bank of New York), not in its individual capacity but solely as Indenture Trustee (the “Indenture Trustee”).

AMENDMENT NO. 2 TO SERIES 2008-CP-1 SUPPLEMENT
Textron Financial Corp • February 19th, 2009 • Finance lessors • New York

This Amendment No. 2 to Series 2008-CP-1 Supplement (this “Amendment”) is entered into as of February 12, 2009 by and between Textron Financial Floorplan Master Note Trust (the “Issuer”) and The Bank of New York Mellon (f/k/a The Bank of New York), as Indenture Trustee (as indenture trustee and not in its individual capacity, the “Indenture Trustee”).

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