Amended and Restated Series 2006-2 Indenture Supplement

Exhibit 10.1

Extension of Scheduled Expiry Date

          Reference is made to that certain Amended and Restated Series 2006-2 Indenture Supplement, dated as of December 1, 2006, as amended by the First Amendment thereto, dated as of March 6, 2007, and the Second Amendment thereto, dated as of November 30, 2007 (as further amended or supplemented, the “ Series 2006-2 Indenture Supplement ”), among Chesapeake Funding LLC (the “ Issuer ”), PHH Vehicle Management Services, LLC, as administrator, the several commercial paper conduits listed on Schedule I thereto (the “ CP Conduit Purchasers ”), the banks party thereto with respect to each CP Conduit Purchaser (the “ APA Banks ”), the agent banks party thereto with respect to each CP Conduit Purchaser (the “ Funding Agents ”), JPMorgan Chase Bank, N.A., in its capacity as administrative agent for the CP Conduit Purchasers, the APA Banks and the Funding Agents, and The Bank of New York Mellon (formerly known as The Bank of New York), as Indenture Trustee (the “ Indenture Trustee ”), to the Base Indenture, dated as of March 7, 2006 between the Issuer and the Indenture Trustee. All capitalized terms defined in the Series 2006-2 Indenture Supplement and used herein shall have the meanings given to them therein.

          The undersigned hereby agree to extend the Scheduled Expiry Date to December 17, 2008.

Dated: December 8, 2008