0001104659-07-088493 Sample Contracts

MASTER REPURCHASE AGREEMENT SEPTEMBER 1996 VERSION
Master Repurchase Agreement • December 12th, 2007 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals • New York
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NOVATION AGREEMENT dated as of November 16, 2007 among: Ebbets Funding PLC (the “Transferor”), Belmont Funding LLC (the “Transferee”) and Agilent Technologies World Trade, Inc. (the “Remaining Party”)
Novation Agreement • December 12th, 2007 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals • New York

The Transferor and the Remaining Party have entered into the Transaction identified in the attached Schedule A (the “Old Transaction”), evidenced by a Confirmation dated September 10, 2007 (Reference: “Project Arrow Repurchase Transaction”) (the “Old Confirmation”) and subject to a TBMA Master Repurchase Agreement dated as of September 10, 2007 between the Transferor and the Remaining Party (the “Old Agreement”), as supported by an Amended and Restated Guaranty of Agilent Technologies, Inc. (the “Guaranty”) in regard of the Remaining Party’s obligations under the Old Transaction.

THIRD AMENDED AND RESTATED RELATED AGREEMENT
Related Agreement • December 12th, 2007 • Agilent Technologies Inc • Instruments for meas & testing of electricity & elec signals • New York

This Third Amended and Restated Related Agreement, dated as of December 7, 2007 (this “Agreement”), is made by and among MERRILL LYNCH CAPITAL SERVICES, INC., a corporation organized under the laws of the State of Delaware (“Merrill Lynch”), AGILENT TECHNOLOGIES, INC., a corporation organized under the laws of the State of Delaware (“Agilent”), and AGILENT TECHNOLOGIES WORLD TRADE, INC., a corporation organized under the laws of the State of Delaware (“World Trade”).

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