0001144204-12-040010 Sample Contracts

AMENDMENT NO. 9 TO RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • July 18th, 2012 • CDF Funding, Inc. • Asset-backed securities

THIS AMENDMENT NO. 9 TO RECEIVABLES SALE AGREEMENT, dated as of July 17, 2012, and effective as of June 30, 2012 (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 and as performance guarantor (“GECC”), Polaris Acceptance, an Illinois general partnership, as a seller (“PA”), and CDF Funding, Inc., a Delaware corporation, as buyer (the “Buyer”).

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AMENDMENT NO. 5 TO AMENDED AND RESTATED SERVICING AGREEMENT
Servicing Agreement • July 18th, 2012 • CDF Funding, Inc. • Asset-backed securities

THIS AMENDMENT NO. 5 TO AMENDED AND RESTATED SERVICING AGREEMENT, dated as of as of July 17, 2012, and effective as of June 30, 2012 (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”).

AMENDMENT NO. 10 TO RECEIVABLES PURCHASE AND CONTRIBUTION AGREEMENT
Receivables Purchase and Contribution Agreement • July 18th, 2012 • CDF Funding, Inc. • Asset-backed securities

THIS AMENDMENT NO. 10 TO RECEIVABLES PURCHASE AND CONTRIBUTION AGREEMENT, dated as of July 17, 2012, and effective as of June 30, 2012 (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”).

SUPPLEMENT NO. 16 TO INDENTURE
Indenture • July 18th, 2012 • CDF Funding, Inc. • Asset-backed securities

THIS SUPPLEMENT NO. 16 TO INDENTURE, dated as of July 17, 2012, and effective as of June 30, 2012 (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”).

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