0001445305-10-001320 Sample Contracts

NOTE MODIFICATION AGREEMENT
Note Modification Agreement • November 10th, 2010 • Silverleaf Resorts Inc • Real estate agents & managers (for others)

This NOTE MODIFICATION AGREEMENT (the “Agreement”) is made and entered into to be effective as of October 1, 2010 by and between Grace Brothers, Ltd., an Illinois limited partnership (“Grace”), Bradford Whitmore, an individual residing at Chicago, Illinois (“Whitmore” and collectively with Grace, the “Holders”), and Silverleaf Resorts, Inc., a Texas corporation (the “Company”). Unless otherwise defined herein, all capitalized terms used herein shall have the meanings assigned to such terms in the Indenture (as defined).

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THIRD AMENDMENT TO AMENDED AND RESTATED SALE AND SERVICING AGREEMENT
Sale and Servicing Agreement • November 10th, 2010 • Silverleaf Resorts Inc • Real estate agents & managers (for others)

THIRD AMENDMENT TO AMENDED AND RESTATED SALE AND SERVICING AGREEMENT (this “Amendment”) dated as of August 6, 2010, by and among SILVERLEAF FINANCE IV, LLC a Delaware limited liability company, as purchaser (the “Purchaser”), SILVERLEAF RESORTS, INC., a Texas corporation, as seller and servicer (the “Seller”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee”), Backup Servicer and Account Intermediary.

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