0001144204-11-012800 Sample Contracts

SUPPLEMENT NO. 13 TO MASTER INDENTURE

Master Indenture • March 4th, 2011 • CDF Funding, Inc. • Asset-backed securities

• Contract Type
  Master Indenture
• Filed
  March 4th, 2011
• Company
  CDF Funding, Inc.
• Industry
  Asset-backed securities

THIS SUPPLEMENT NO. 13 TO MASTER INDENTURE, dated as of March 1, 2011 (this “Supplement”), is between GE Dealer Floorplan Master Note Trust, a Delaware statutory trust, as issuer (the “Issuer”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Indenture Trustee”).

AMENDMENT NO. 8 TO RECEIVABLES PURCHASE AND CONTRIBUTION AGREEMENT

Receivables Purchase and Contribution Agreement • March 4th, 2011 • CDF Funding, Inc. • Asset-backed securities

• Contract Type
  Receivables Purchase and Contribution Agreement
• Filed
  March 4th, 2011
• Company
  CDF Funding, Inc.
• Industry
  Asset-backed securities

THIS AMENDMENT NO. 8 TO RECEIVABLES PURCHASE AND CONTRIBUTION AGREEMENT, dated as of March 1, 2011 (this “Amendment”), is between CDF Funding, Inc., a Delaware corporation, as seller (the “Seller”), and GE Dealer Floorplan Master Note Trust, a statutory trust organized under the laws of the State of Delaware, as buyer (the “Buyer”).

AMENDMENT NO. 7 TO RECEIVABLES SALE AGREEMENT

Receivables Sale Agreement • March 4th, 2011 • CDF Funding, Inc. • Asset-backed securities

• Contract Type
  Receivables Sale Agreement
• Filed
  March 4th, 2011
• Company
  CDF Funding, Inc.
• Industry
  Asset-backed securities

THIS AMENDMENT NO. 7 TO RECEIVABLES SALE AGREEMENT, dated as of March 1, 2011 (this “Amendment”), is among GE Commercial Distribution Finance Corporation, a Delaware corporation (“CDF”), as a seller, Brunswick Acceptance Company, LLC, a Delaware limited liability company, as a seller (“BAC”), General Electric Capital Corporation, a Delaware corporation, as a seller (“GECC”), Polaris Acceptance, an Illinois general partnership, as a seller (“PA”), and CDF Funding, Inc., a Delaware corporation, as buyer (the “Buyer”).

AMENDMENT NO. 3 TO AMENDED AND RESTATED SERVICING AGREEMENT

Servicing Agreement • March 4th, 2011 • CDF Funding, Inc. • Asset-backed securities

• Contract Type
  Servicing Agreement
• Filed
  March 4th, 2011
• Company
  CDF Funding, Inc.
• Industry
  Asset-backed securities

THIS AMENDMENT NO. 3 TO AMENDED AND RESTATED SERVICING AGREEMENT, dated as of as of March 1, 2011 (this “Amendment”), is between General Electric Capital Corporation, a Delaware corporation in its capacity as master servicer (the “Master Servicer”), and GE Dealer Floorplan Master Note Trust, a Delaware statutory trust (“Owner”).