EX. 10.3 TRANSFER AGREEMENT between SILVERLEAF RESORTS, INC. AND SILVERLEAF FINANCE VIII, LLC DATED AS OF DECEMBER 1, 2010Transfer Agreement • December 29th, 2010 • Silverleaf Resorts Inc • Real estate agents & managers (for others) • New York
This TRANSFER AGREEMENT (this “Agreement”), dated as of December 1, 2010, is between Silverleaf Resorts, Inc., a Texas corporation (the “Originator”) and Silverleaf Finance VIII, LLC, a Delaware limited liability company (the “Issuer”), and their respective permitted successors and assigns.
SILVERLEAF FINANCE IX, LLC,as Issuer SILVERLEAF RESORTS, INC.,as Servicer WELLS FARGO BANK, NATIONAL ASSOCIATION,as Backup Servicer and WELLS FARGO BANK, NATIONAL ASSOCIATION,as Indenture Trustee, Paying Agent, Custodian and Account Intermediary...Silverleaf Resorts Inc • December 29th, 2010 • Real estate agents & managers (for others) • New York
LOAN SALE AGREEMENT AMONGLoan Sale Agreement • December 29th, 2010 • Silverleaf Resorts Inc • Real estate agents & managers (for others) • New York
This LOAN SALE AGREEMENT (this “Agreement”), dated as of December 1, 2010, is among Silverleaf Finance IV, LLC, a Delaware limited liability company (the “Seller”), Silverleaf Finance VIII, LLC, a Delaware limited liability company (the “Purchaser”), Silverleaf Resorts, Inc., a Texas corporation, in its capacity as servicer (the “Servicer”) and their respective permitted successors and assigns.
GUARANTYGuaranty • December 29th, 2010 • Silverleaf Resorts Inc • Real estate agents & managers (for others) • New York
This GUARANTY (this “Guaranty”), dated December 27, 2010, made by SILVERLEAF RESORTS, INC., a Texas corporation (the “Guarantor”), in favor of SILVERLEAF FINANCE IX, LLC, a Delaware limited liability company (the “Issuer”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, (“Wells Fargo”) solely in its capacity as indenture trustee under the Indenture (as defined below) (in such capacity, the “Indenture Trustee” and together with the Issuer and their successors and assigns, the “Covered Parties”) for the benefit of the Noteholders (as defined therein).
INVENTORY LOAN AND SECURITY AGREEMENTInventory Loan and Security Agreement • December 29th, 2010 • Silverleaf Resorts Inc • Real estate agents & managers (for others) • Maryland
THIS SECOND AMENDED AND RESTATED INVENTORY LOAN AND SECURITY AGREEMENT (as amended from time to time, this “Agreement”), made and executed as of the 22nd day of December, 2010, by and between CAPITALSOURCE FINANCE LLC, a Delaware limited liability company, as secured party (herein referred to as the “Lender”) and SILVERLEAF RESORTS, INC., a Texas corporation, as debtor (herein referred to as the “Borrower”).
