EXHIBIT B
FORM OF NOTE
FOR VALUE
RECEIVED, the undersigned (the “ Borrower ”),
hereby promises to pay, without setoff or counterclaim, to
_____________________ or to its order (the “ Lender
”), in accordance with the provisions of the Agreement (as
hereinafter defined), the principal amount of each Loan from time
to time made by the Lender to the Borrower under that certain 364
Day Credit Agreement, dated as of March 6, 2009 (as amended,
restated, extended, supplemented or otherwise modified in writing
from time to time, the “ Agreement ;” the terms
defined therein being used herein as therein defined), among Toyota
Motor Finance (Netherlands) B.V., a corporation organized under the
laws of the Netherlands, Toyota Motor Credit Corporation, a
California corporation, Toyota Financial Services (UK) PLC, a
corporation organized under the laws of England, Toyota Leasing
GmbH, a corporation organized under the laws of Germany, Toyota
Credit de Puerto Rico Corp., a corporation organized under the laws
of Puerto Rico, Toyota Credit Canada Inc., a corporation organized
under the laws of Canada, Toyota Kreditbank GmbH, a corporation
organized under the laws of Germany, the Lenders from time to time
party thereto, Bank of America, N.A., as Administrative Agent,
Swing Line Agent and Swing Line Lender, Banc of America Securities
LLC, Citigroup Global Markets Inc. and The Bank of Tokyo-Mitsubishi
UFJ, Ltd., as Joint Lead Arrangers and Joint Book
Managers, Citibank, N.A., as Swing Lin
