0001193125-05-243390 Sample Contracts

TWELFTH AMENDMENT AND WAIVER TO SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENTS
Receivables Purchase Agreement • December 15th, 2005 • Georgia Pacific Corp • Papers & allied products • New York

SECOND AMENDED AND RESTATED RECEIVABLES PURCHASE AGREEMENT dated as of December 19, 2001 among G-P RECEIVABLES, INC., a Delaware corporation (the “Seller”), GEORGIA-PACIFIC CORPORATION, a Georgia corporation (“Georgia-Pacific”), BLUE RIDGE ASSETVARIABLE FUNDING CORPORATIONCAPITAL COMPANY LLC (“Blue RidgeVFCC”), CRC FUNDING, LLC (“CRC”), GOTHAM FUNDING CORPORATION (“Gotham”), STARBIRD FUNDING CORPORATION (“Starbird”), THREE PILLARS FUNDING LLC (“Three Pillars”) (each of Blue RidgeVFCC, CRC, Gotham, Starbird and Three Pillars and their respective successors and permitted assigns, individually, a “Purchaser” and, collectively, the “Purchasers”), and CITICORP NORTH AMERICA, INC. (“Citicorp”), as agent (the “Administrative Agent”) for the Purchasers. Unless defined elsewhere herein, capitalized terms used in this Agreement shall have the meanings assigned to such terms in Article I hereof.

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