Forbearance and Reservation of Rights Sample Contracts

FORBEARANCE AND RESERVATION OF RIGHTS
Forbearance and Reservation of Rights • November 23rd, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York

This FORBEARANCE AND RESERVATION OF RIGHTS (this “Forbearance”), dated as of November 20, 2009, is entered into by and among LEAF CAPITAL FUNDING III, LLC (the “Borrower”), LEAF FINANCIAL CORPORATION (the “Servicer”), MORGAN STANLEY ASSET FUNDING INC. (“Morgan Stanley AFI”), as a Class A Lender and as a Class B Lender, THE ROYAL BANK OF SCOTLAND PLC (“RBS”), as a Class A Lender and as a Class B Lender (the Class A Lenders and the Class B Lenders shall be collectively referred to herein as the “Lenders”) and MORGAN STANLEY CAPITAL SERVICES INC. (the “Qualifying Swap Counterparty”).

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FORBEARANCE AND RESERVATION OF RIGHTS
Forbearance and Reservation of Rights • November 23rd, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York

This FORBEARANCE AND RESERVATION OF RIGHTS (this “Forbearance”), dated as of October 30, 2009, is entered into by and among LEAF CAPITAL FUNDING III, LLC (the “Borrower”), LEAF FINANCIAL CORPORATION (the “Servicer”), MORGAN STANLEY BANK, N.A. (f/k/a Morgan Stanley Bank) (“Morgan Stanley”), as a Class A Lender and Collateral Agent, MORGAN STANLEY ASSET FUNDING INC. (“Morgan Stanley AFI”), as a Class B Lender, THE ROYAL BANK OF SCOTLAND PLC (“RBS”), as a Class A Lender and as a Class B Lender, LYON FINANCIAL SERVICES, INC. (d/b/a U.S. Bank Portfolio Services) (the “Backup Servicer”), U.S. BANK NATIONAL ASSOCIATION, as Custodian (in such capacity, the “Custodian”) and as Lenders’ Bank (in such capacity, the “Lenders’ Bank”), and MORGAN STANLEY CAPITAL SERVICES INC. (the “Qualifying Swap Counterparty”).

FORBEARANCE AND RESERVATION OF RIGHTS
Forbearance and Reservation of Rights • November 23rd, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York

This FORBEARANCE AND RESERVATION OF RIGHTS (this “Forbearance”), dated as of November 20, 2009, is entered into by and among RESOURCE CAPITAL FUNDING II, LLC (the “Borrower”), LEAF FINANCIAL CORPORATION (the “Servicer”), MORGAN STANLEY ASSET FUNDING INC. (“Morgan Stanley AFI”), as a Lender, and MORGAN STANLEY CAPITAL SERVICES INC. (the “Qualifying Swap Counterparty”).

FORBEARANCE AND RESERVATION OF RIGHTS
Forbearance and Reservation of Rights • May 15th, 2009 • LEAF Equipment Leasing Income Fund III, L.P. • Services-miscellaneous equipment rental & leasing • New York

This FORBEARANCE AND RESERVATION OF RIGHTS (this “Forbearance”), dated as of May 14, 2009, is entered into by and among LEAF CAPITAL FUNDING III, LLC (the “Borrower”), LEAF FINANCIAL CORPORATION (the “Servicer”), MORGAN STANLEY BANK, N.A. (f/k/a Morgan Stanley Bank) (“Morgan Stanley”), as a Class A Lender and Collateral Agent, MORGAN STANLEY ASSET FUNDING INC. (“Morgan Stanley AFI”), as a Class B Lender, THE ROYAL BANK OF SCOTLAND PLC (“RBS”), as a Class A Lender and as a Class B Lender (the Class A Lenders and the Class B Lenders shall be collectively referred to herein as the “Lenders”) and MORGAN STANLEY CAPITAL SERVICES INC. (the “Qualifying Swap Counterparty”).

FORBEARANCE AND RESERVATION OF RIGHTS
Forbearance and Reservation of Rights • May 15th, 2009 • LEAF Equipment Finance Fund 4, L.P. • Services-miscellaneous equipment rental & leasing • New York

This FORBEARANCE AND RESERVATION OF RIGHTS (this “Forbearance”), dated as of May 14, 2009, is entered into by and among RESOURCE CAPITAL FUNDING II, LLC (the “Borrower”), LEAF FINANCIAL CORPORATION (the “Servicer”), MORGAN STANLEY BANK, N.A. (f/k/a Morgan Stanley Bank) (“Morgan Stanley”), as a Lender and Collateral Agent and MORGAN STANLEY CAPITAL SERVICES INC. (the “Qualifying Swap Counterparty”).

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