0001193125-09-167099 Sample Contracts

AMENDMENT NO. 10 TO RECEIVABLES PURCHASE AGREEMENT
Receivables Purchase Agreement • August 6th, 2009 • Navistar Financial Corp • Miscellaneous business credit institution • Illinois

THIS AMENDMENT NO. 10 (this “Amendment”), dated as of July 31, 2009, is among Truck Retail Accounts Corporation, a Delaware corporation (“Seller”), Navistar Financial Corporation, a Delaware corporation (“Navistar”), as initial Servicer (Navistar, together with Seller, the “Seller Parties” and each a “Seller Party”), the entities listed on Schedule A to the Agreement (together with any of their respective successors and assigns hereunder, the “Financial Institutions”), JS Siloed Trust (the “Trust” and, together with the Financial Institutions, the “Purchasers”), and JPMorgan Chase Bank, N.A., successor by merger to Bank One, NA, as agent for the Purchasers (together with its successors and assigns, the “Agent”), and pertains to that certain Receivables Purchase Agreement dated as of April 8, 2004 by and among the parties hereto, as heretofore amended (the “Agreement”). Unless defined elsewhere herein, capitalized terms used in this Amendment shall have the meanings assigned to such ter

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TREASURERS’ AGREEMENT NUMBER 2
Treasurers’ Agreement Number 2 • August 6th, 2009 • Navistar Financial Corp • Miscellaneous business credit institution • Illinois

This Treasurers’ Agreement Number 2 is an amendment (the “Amendment”) to the Amended and Restated Master Intercompany Agreement dated April 1, 2007, as amended from time to time, by and between Navistar Financial Corporation (“NFC”) and Navistar, Inc. (formerly known as International Truck and Engine Corporation, “Navistar”) (the “Agreement”) and is made effective as of July 31, 2009 by and between NFC and Navistar. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to them in the Agreement.

AMENDMENT NO. 2 TO RECEIVABLES SALE AGREEMENT
Receivables Sale Agreement • August 6th, 2009 • Navistar Financial Corp • Miscellaneous business credit institution • Illinois

THIS AMENDMENT NO. 2 (this “Amendment”), dated as of July 31, 2009, is between Navistar Financial Corporation, a Delaware corporation (“Transferor”), and Truck Retail Accounts Corporation, a Delaware corporation (the “Transferee”), and pertains to that certain RECEIVABLES SALE AGREEMENT dated as of April 8, 2004 by and among the parties hereto (as heretofore modified from time to time, the “Agreement”). Unless defined elsewhere herein, capitalized terms used in this Amendment have the meanings assigned to such terms in the Agreement.

TREASURER’S AGREEMENT NUMBER 1
Treasurer’s Agreement • August 6th, 2009 • Navistar Financial Corp • Miscellaneous business credit institution

Pursuant to section IX, E of the Amended and Restated Master Intercompany Agreement dated as of April 1, 2007 (“MIA”), ITEC (International Truck and Engine Corporation now known as Navistar, Inc. “NI”) and Navistar Financial Corporation (“NFC”) hereby agree as follows

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