0000908255-08-000043 Sample Contracts

Third Amendment and Waiver Dated as of April 27, 2007 to Second Amended and Restated Receivables Loan Agreement

Third Amendment and Waiver • May 2nd, 2008 • Borgwarner Inc • Motor vehicle parts & accessories • Illinois

• Contract Type
  Third Amendment and Waiver
• Filed
  May 2nd, 2008
• Company
  Borgwarner Inc
• Industry
  Motor vehicle parts & accessories
• Jurisdiction
  Illinois

This Third Amendment and Waiver (the “Amendment”), dated as of April 27, 2007, is entered into among BWA Receivables Corporation (the “Borrower”), BorgWarner Inc. (“BWI” and in its capacity as Collection Agent, the “Collection Agent”), Windmill Funding Corporation, a Delaware corporation (“Windmill”), the Bank listed on the signature page hereof (the “Bank”) and ABN AMRO Bank N.V., as agent for Windmill, and the Bank (the “Agent”).

FOURTH AMENDMENT Dated as of April 25, 2008 To SECOND AMENDED AND RESTATED RECEIVABLES LOAN AGREEMENT

Fourth Amendment • May 2nd, 2008 • Borgwarner Inc • Motor vehicle parts & accessories • Illinois

• Contract Type
  Fourth Amendment
• Filed
  May 2nd, 2008
• Company
  Borgwarner Inc
• Industry
  Motor vehicle parts & accessories
• Jurisdiction
  Illinois

This Fourth Amendment (the “Amendment”), dated as of April 25, 2008, is entered into among BWA Receivables Corporation (the “Borrower”), BorgWarner Inc. (“BWI” and in its capacity as Collection Agent, the “Collection Agent”), Windmill Funding Corporation, a Delaware corporation (“Windmill”), the Bank listed on the signature page hereof (the “Bank”) and ABN AMRO Bank N.V., as agent for Windmill, and the Bank (the “Agent”).