0001193125-09-175581 Sample Contracts

SEVENTH AMENDMENT TO RECEIVABLES LOAN AND SECURITY AGREEMENT AND WAIVER
Receivables Loan and Security Agreement • August 14th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York

THIS SEVENTH AMENDMENT TO THE RECEIVABLES LOAN AND SECURITY AGREEMENT AND WAIVER, dated as of July 14, 2009 (this “Amendment”), is entered into by and among RESOURCE CAPITAL FUNDING II, LLC (the “Borrower”), LEAF FINANCIAL CORPORATION (the “Servicer”), U.S. BANK NATIONAL ASSOCIATION, as the Custodian (the “Custodian”), and as the Lender’s Bank (the “Lender’s Bank”), LYON FINANCIAL SERVICES, INC. (d/b/a U.S. Bank Portfolio Services), as the Backup Servicer (the “Backup Servicer”), MORGAN STANLEY BANK, N.A. (f/k/a Morgan Stanley Bank) (“Morgan Stanley”), as a Lender (the “Lender”), and as Collateral Agent (the “Collateral Agent”) and MORGAN STANLEY CAPITAL SERVICES INC., as the Qualifying Swap Counterparty (the “Qualifying Swap Counterparty”).

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SALE AND ASSIGNMENT AGREEMENT
Sale and Assignment Agreement • August 14th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing

THIS SALE AND ASSIGNMENT AGREEMENT (this “Agreement”) is made as of this 30th day of June, 2009, by and between LEAF Asset Management, LLC, a Delaware limited liability company (“Seller”) and LEAF Equipment Finance Fund 4, L.P., a Delaware limited partnership (“Buyer”).

EIGHTH AMENDMENT AGREEMENT
Eighth Amendment Agreement • August 14th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing

EIGHTH AMENDMENT AGREEMENT, dated as of June 30, 2009 (this “Amendment”), to the Receivables Loan and Security Agreement, dated as of March 31, 2006, among Resource Capital Funding, LLC, as Borrower (the “Borrower”), Leaf Financial Corporation, as Servicer (the “Servicer”), Black Forest Funding Corporation, as Lender (the “Lender”), Bayerische Hypo- und Vereinsbank AG, New York Branch, as Agent (the “Agent”), U.S. Bank National Association, as Custodian and the Agent’s Bank, and Lyon Financial Services, Inc. (d/b/a U.S. Bank Portfolio Services), as the Backup Servicer (as the same has been and may be further amended, supplemented, modified and/or restated in accordance with its terms, the “RLSA”). Capitalized terms used herein and not otherwise defined herein shall have the meanings attributed thereto in the RLSA.

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