AMENDMENT NO. 2 to RECEIVABLES PURCHASE AGREEMENT

Exhibit 10.22

AMENDMENT NO. 2

Dated as of July 26, 2004

to

RECEIVABLES PURCHASE AGREEMENT

Dated as of June 26, 2001

          THIS AMENDMENT NO. 2, dated as of July 26, 2004 (this “Amendment”), is entered into by and among AGCO CANADA, LTD., as seller (the “Seller”), AGCO CORPORATION (“AGCO”), as servicer (in such capacity, the “Servicer”), NIEUW AMSTERDAM RECEIVABLES CORPORATION (“Nieuw Amsterdam”) and COÖPERATIEVE CENTRALE
RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK INTERNATIONAL”, NEW YORK BRANCH (“Rabobank International”), as an Administrator and as the Agent and Custodian.

PRELIMINARY STATEMENTS

          A. The Seller, the Servicer, Nieuw Amsterdam and Rabobank International (as an Administrator and as the Agent and Custodian) are parties to that certain Receivables Purchase Agreement, dated as of June 26, 2001 (as amended prior to the date hereof, the “Receivables Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Receivables Purchase Agreement.

          B. The parties hereto have agreed to amend the Receivables Purchase Agreement on the terms and conditions hereinafter set forth.

          NOW, THEREFORE, in consideration of the premises set forth above, and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

          SECTION 1. Amendment. Subject to the satisfaction of the conditions precedent set forth in Section 2 below, clauses (iv) and (v) of Section 10.01(h) of the Receivables Purchase Agreement are hereby amended effective as of June 30, 2004 to read in their entirety as follows:

     (iv) (1) at any time from and including June 30, 2004 to but excluding January 1, 2005, the average of the Default Ratios for the three most recently ended calendar months shall exceed 6% or (2) at any time on or after January 1, 2005, the average of the Default Ratios for the three most recently ended calendar months shall exceed 3%, or (v) (1) at any time from and including June 30, 2004 to but excluding January 1, 2005,

the Default Ratio shall exceed 7.5% or (2) at any time on or after January 1, 2005, the Default Ratio shall exceed 5%;

          SECTION 2. Condition Precedent. This Amendment shall become effective as of the date (the “Effective Date”) on which Rabobank International shall have received a copy of this Amendment duly executed by each of the parties hereto.

          SECTION 3. Covenants, Representations and Warranties of the Seller.

          3.01. Upon the effectiveness of this Amendment, each of the Seller and the Servicer hereby reaffirms all covenants, representations and warranties made by it in the Receivables Purchase Agreement, as further amended by this Amendment, and agrees that all such covenants, representations and warranties shall be deemed to have been remade as of the Effective Date.

          3.02. Each of the Seller and the Servicer hereby represents and warrants that (i) this Amendment constitutes the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws relating to or limiting creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law) and (ii) upon the effectiveness of this Amendment, no event or circumstance has occurred and is continuing which constitutes an Early Amortization Event or which, with the giving of notice of the lapse of time, or both, would constitute an Early Amortization Event.

          SECTION 4. Reference to and Effect on the Receivables Purchase Agreement.

          4.01. Upon the effectiveness of this Amendment, each reference in the Receivables Purchase Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” “hereby” or words of like import shall mean and be a reference to the Receivables Purchase Agreement as amended hereby, and each reference to the Receivables Purchase Agreement in any other document, instrument and agreement executed and/or delivered in connection with the Receivables Purchase Agreement shall mean and be a reference to the Receivables Purchase Agreement as amended hereby.

          4.02. Except as specifically amended hereby, the Receivables Purchase Agreement, the other Transaction Documents and all other documents, instruments and agreements executed and/or delivered in connection therewith shall remain in full force and effect and are hereby ratified and confirmed.

          4.03. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Purchaser, the Administrator or the Agent under the Receivables Purchase Agreement, the Transaction Documents or any other document, instrument, or agreement executed in connection therewith, nor constitute a waiver of any provision contained therein.

          SECTION 5. Costs and Expenses . The Seller shall pay to the Agent, the Administrator and the Purchaser on demand all reasonable costs and out-of-pocket expenses in connection with the preparation, execution, delivery and administration of this Amendment, the transactions contemplated hereby and the other documents to be delivered hereunder, including without limitation, (i) rating agency fees incurred by the Administrator or the Conduit Purchaser in connection with the transactions contemplated hereby, and (ii) reasonable fees and out-of-pocket expenses of legal counsel for the Agent, the Administrator and the Purchaser with respect thereto.

          SECTION 6. Governing Law . THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE PROVINCE OF ONTARIO, CANADA.

          SECTION 7. Execution in Counterparts . This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument. Delivery of a signature page hereto by facsimile shall be deemed as effective as delivery of an original executed signature page hereto.

          SECTION 8. Headings . Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose.

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          IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized as of the date first written above.

AMENDMENT NO. 3

Dated as of February 16, 2005

to

RECEIVABLES PURCHASE AGREEMENT

Dated as of June 26, 2001

          THIS AMENDMENT NO. 3, dated as of February 16, 2005 (this “Amendment”), is entered into by and among AGCO CANADA, LTD., as seller (the “Seller”), AGCO CORPORATION (“AGCO”), as servicer (in such capacity, the “Servicer”), NIEUW AMSTERDAM RECEIVABLES CORPORATION (“Nieuw Amsterdam”) and COÖPERATIEVE CENTRALE
RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK INTERNATIONAL”, NEW YORK BRANCH (“Rabobank International”), as an Administrator and as the Agent and Custodian.

PRELIMINARY STATEMENTS

          A. The Seller, the Servicer, Nieuw Amsterdam and Rabobank International (as an Administrator and as the Agent and Custodian) are parties to that certain Receivables Purchase Agreement, dated as of June 26, 2001 (as amended prior to the date hereof, the “Receivables Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Receivables Purchase Agreement.

          B. The parties hereto have agreed to amend the Receivables Purchase Agreement on the terms and conditions hereinafter set forth.

          NOW, THEREFORE, in consideration of the premises set forth above, and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

          SECTION 1. Amendment . Subject to the satisfaction of the conditions precedent set forth in Section 2 below, clauses (iv) and (v) of Section 10.01(h) of the Receivables Purchase Agreement are hereby amended to read in their entirety as follows:

     “(iv) at any time from and including January 1, 2005 to but excluding May 1, 2005, the average of the Default Ratios for the three most recently ended calendar months shall exceed 6%, or (v) at any time from and including January 1, 2005 to but excluding May 1, 2005, the Default Ratio shall exceed 7.5%;”

          SECTION 2. Condition Precedent . This Amendment shall become effective as of the date (the “Effective Date”) on which Rabobank International shall have received a copy of this Amendment duly executed by each of the parties hereto.

          SECTION 3. Covenants, Representations and Warranties of the Seller .

          3.01. Upon the effectiveness of this Amendment, each of the Seller and the Servicer hereby reaffirms all covenants, representations and warranties made by it in the Receivables Purchase Agreement, as further amended by this Amendment, and agrees that all such covenants, representations and warranties shall be deemed to have been remade as of the Effective Date.

          3.02. Each of the Seller and the Servicer hereby represents and warrants that (i) this Amendment constitutes the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms except as such enforcement may be limited by applicable bankruptcy, insolvency, reorganization or other similar laws relating to or limiting creditors’ rights generally and by general principles of equity (regardless of whether enforcement is sought in a proceeding in equity or at law) and (ii) upon the effectiveness of this Amendment, no event or circumstance has occurred and is continuing which constitutes an Early Amortization Event or which, with the giving of notice of the lapse of time, or both, would constitute an Early Amortization Event.

          SECTION 4. Reference to and Effect on the Receivables Purchase Agreement .

          4.01. Upon the effectiveness of this Amendment, each reference in the Receivables Purchase Agreement to “this Agreement,” “hereunder,” “hereof,” “herein,” “hereby” or words of like import shall mean and be a reference to the Receivables Purchase Agreement as amended hereby, and each reference to the Receivables Purchase Agreement in any other document, instrument and agreement executed and/or delivered in connection with the Receivables Purchase Agreement shall mean and be a reference to the Receivables Purchase Agreement as amended hereby.

          4.02. Except as specifically amended hereby, the Receivables Purchase Agreement, the other Transaction Documents and all other documents, instruments and agreements executed and/or delivered in connection therewith shall remain in full force and effect and are hereby ratified and confirmed.

          4.03. Except as expressly provided herein, the execution, delivery and effectiveness of this Amendment shall not operate as a waiver of any right, power or remedy of the Purchaser, the Administrator or the Agent under the Receivables Purchase Agreement, the Transaction Documents or any other document, instrument, or agreement executed in connection therewith, nor constitute a waiver of any provision contained therein.

          SECTION 5. Costs and Expenses . The Seller shall pay to the Agent, the Administrator and the Purchaser on demand all reasonable costs and out-of-pocket expenses in connection with the preparation, execution, delivery and administration of

this Amendment, the transactions contemplated hereby and the other documents to be delivered hereunder, including without limitation, (i) rating agency fees incurred by the Administrator or the Conduit Purchaser in connection with the transactions contemplated hereby, and (ii) reasonable fees and out-of-pocket expenses of legal counsel for the Agent, the Administrator and the Purchaser with respect thereto.

          SECTION 6. Governing Law . THIS AMENDMENT SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAW OF THE PROVINCE OF ONTARIO, CANADA.

          SECTION 7. Execution in Counterparts . This Amendment may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed to be an original and all of which taken together shall constitute but one and the same instrument. Delivery of a signature page hereto by facsimile shall be deemed as effective as delivery of an original executed signature page hereto.

          SECTION 8. Headings . Section headings in this Amendment are included herein for convenience of reference only and shall not constitute a part of this Amendment for any other purpose.

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          IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed by their respective officers thereunto duly authorized as of the date first written above.

AMENDMENT NO. 4

Dated as of May 2, 2005

to

RECEIVABLES PURCHASE AGREEMENT

Dated as of June 26, 2001

          THIS AMENDMENT NO. 4, dated as of May 2, 2005 (this “Amendment”), is entered into by and among AGCO CANADA, LTD., as seller (the “Seller”), AGCO CORPORATION (“AGCO”), as servicer (in such capacity, the “Servicer”), NIEUW AMSTERDAM RECEIVABLES CORPORATION (“Nieuw Amsterdam”) and COÖPERATIEVE CENTRALE RAIFFEISEN-BOERENLEENBANK B.A., “RABOBANK INTERNATIONAL”, NEW YORK BRANCH (“Rabobank International”), as an Administrator and as the Agent and Custodian.

PRELIMINARY STATEMENTS

          A. The Seller, the Servicer, Nieuw Amsterdam and Rabobank International (as an Administrator and as the Agent and Custodian) are parties to that certain Receivables Purchase Agreement, dated as of June 26, 2001 (as amended prior to the date hereof, the “Receivables Purchase Agreement”). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in the Receivables Purchase Agreement.

          B. The parties hereto have agreed to amend the Receivables Purchase Agreement on the terms and conditions hereinafter set forth.

          NOW, THEREFORE, in consideration of the premises set forth above, and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:

          SECTION 1. Amendments . Subject to the satisfaction of the conditions precedent set forth in Section 2 below, the Receivables Purchase Agreement is hereby amended as follows:

          1.01. Section 1.01 is hereby amended by adding the following definitions in their proper alphabetical sequence:

     “ AGCO Finance ” means AGCO Finance Canada, Ltd., a Saskatchewan corporation.

     “ AGCO Finance Purchase Agreement ” means the Receivables Purchase Agreement, dated as of May 2, 2005, among the Purchasers, the

Seller, AGCO and AGCO Finance, as the same may be amended, restated, supplemented or otherwise modified from time to time.

     “ AGCO Receivable ” means a Dealer Receivable arising in connection with the sale of whole goods inventory comprised of a product line other than the Challenger product line.

     “ AGCO Variable Dilution Ratio ” means, with respect to any calendar month, a percentage equal to the Dilution Ratio for such calendar month minus the Planned Dilution Ratio for such calendar month; provided , that if the result is less than zero, the AGCO Variable Dilution Ratio shall be zero.

     “ Challenger Dilution ” means, at any time, the amount of any reduction in the outstanding balance of a Challenger Receivable as a result of any setoff, dispute, discount, rebate, return, netting, adjustment or any other reason other than (i) payment in cash of such outstanding balance by the Obligor, (ii) credit for a trade-in of used equipment or a return of equipment, to the extent such credit simultaneously gave rise to a new Challenger Receivable in respect of such equipment having an original Outstanding Balance equal to or greater than the amount of such reduction or (iii) such Challenger Receivable having become a Charged-Off Receivable.

     “ Challenger Dilution Ratio ” means, at any time, the percentage equivalent of a fraction, the numerator of which is equal to the aggregate amount of Challenger Dilutions which occurred during the calendar month then most recently ended, and the denominator of which is equal to Collections received with respect to of Challenger Receivables during such calendar month. For purposes of this definition, Challenger Dilutions and Collections shall be deemed to include amounts related to the indebtedness and other obligations (other than a sale of individual parts) arising in connection with the sale by the Seller of whole goods inventory comprised of the Challenger product line to a United States Dealer pursuant to a Dealer Agreement to the extent serviced by the Servicer, notwithstanding the fact that such indebtedness and other obligations have not been sold, transferred or otherwise conveyed to the Seller.

     “ Challenger Planned Dilution ” means, with respect to any calendar month, the aggregate amount of reserves accrued on the accounting books of the Seller with respect to program discounts expected to be taken by the Dealers with respect to Challenger Receivables at the time of settlement, as calculated by the Servicer on the last day of the immediately preceding calendar month in accordance with the accounting practices of the Seller as in effect on the date hereof.

     “ Challenger Planned Dilution Ratio ” means, with respect to any calendar month, the greater of (a) 10% and (b) the percentage equivalent of a fraction, the numerator of which is equal to the aggregate Challenger Planned Dilution for such calendar month, and the denominator of which is equal to the aggregate Outstanding Balance of the Challenger Receivables as of the last day of the immediately preceding calendar month.

     “ Challenger Receivable ” means a Dealer Receivable arising in connection with the sale of whole goods inventory comprised of the Challenger product line.

     “ Challenger Variable Dilution Ratio ” means, with respect to any calendar month, a percentage equal to the Challenger Dilution Ratio for such calendar month minus the Challenger Planned Dilution Ratio for such calendar month; provided , that if the result is less than zero, the Challenger Variable Dilution Ratio shall be zero.

     “ Collection Proceeding ” means, with respect to any Obligor, any legal collection, replevin or injunctive action initiated or commenced by or at the request of AGCO Finance taken to enforce any obligation owed by such Obligor to AGCO Finance on account of a Conveyed Receivable.

     “ Conveyance Notice ” means each notice delivered to the Agent and the Seller by AGCO Finance or the Servicer with respect to the purchase by AGCO Finance of the Ownership Interest of the Purchasers and the Retained Interest in Dealer Receivables.

     “ Conveyance Price ” means, with respect to a Conveyed Receivable, the aggregate purchase price paid by AGCO Finance to the Purchasers and the Seller for such Conveyed Receivable pursuant to the AGCO Finance Purchase Agreement.

     “ Conveyed Receivable ” means a Dealer Receivable with respect to which the Ownership Interest of the Purchasers and the Retained Interest have been purchased by AGCO Finance in accordance with the provisions of the AGCO Finance Purchase Agreement.

     “ Intercreditor Agreement ” means the Amended and Restated Intercreditor Agreement, dated as of May 2, 2005, among Rabobank, as Agent, Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., “Rabobank Nederland”, New York Branch, as administrative agent under the “Servicer Credit Facility” (as such term is defined in the Servicing Agreement), Coöperatieve Centrale Raiffeisen-Boerenleenbank B.A., “Rabobank Nederland”, Canadian Branch, as Canadian administrative agent under the “Servicer Credit Facility” (as such term is defined in the Servicing Agreement), AGCO Finance and AGCO, in its capacity as

Servicer, as the same may be amended, restated, supplemented or otherwise modified from time to time.

     “ Purchase Termination Event ” has the meaning specified in the AGCO Finance Purchase Agreement.

     “ Retained Interest ” means, at any time, the Seller’s undivided percentage ownership interest (computed as set forth below) in (i) each Dealer Receivable existing at such time, (ii) all Related Security with respect to each such Dealer Receivable, and (iii) all Collections with respect to, and other proceeds of, each such Dealer Receivable. Each such undivided percentage ownership interest shall equal, at any time, 100% minus the Ownership Interest at such time.

     “ Servicing Agreement ” means the Servicing and Support Agreement, dated as of May 2, 2005, between AGCO and AGCO Finance, as the same may be amended, restated, supplemented or otherwise modified from time to time.

          1.02. The definition of “Adverse Claim” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Adverse Claim ” means a lien, security interest, charge, encumbrance, or other right or claim in, of or on any Person’s assets or properties in favor of any other Person; provided that the right of AGCO Finance to Purchase any Dealer Receivable under the AGCO Finance Purchase Agreement shall not be construed as an Adverse Claim hereunder.

          1.03. The definition “Carrying Cost Reserve Percentage” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Carrying Cost Reserve Percentage ” means, at any time, a percentage equal to:

     1.5 * (3 Month LIBOR + 3.0%) * DSO/365

          where

          1.04. The definition “Collection Account” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Collection Account ” means the account maintained in the name of the Seller at the Collection Account Bank having the account no. 0002-1400-281, or any new collection account established pursuant to Section 4.07 .

          1.05. The definition “Collection Account Bank” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Collection Account Bank ” means Bank of Montreal or, if the Seller establishes any new Collection Account pursuant to Section 4.07 , the Eligible Bank at which such account is established.

          1.06. The definition “Collections” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Collections ” means, with respect to any Dealer Receivable, all cash collections and other cash proceeds in respect of such Dealer Receivable, including, without limitation, all Sales Taxes or other related amounts accruing in respect thereof, all cash proceeds of Related Security with respect to such Dealer Receivable, all Deemed Collections with respect to such Dealer Receivable, any Conveyance Price paid in immediately available funds with respect to such Dealer Receivables and any other amounts which are stated herein to be applied as Collections, but for greater certainty, not including any collections of Finance Charges. Without limiting the generality of the foregoing, it is understood and agreed that Collections shall include all amounts received (including insurance proceeds, if any) with respect to Dealer Receivables which have previously become Defaulted Receivables or Charged-Off Receivables.

          1.07. The definition “Dealer Agreement” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Dealer Agreement ” means an agreement between the Seller and another Person that has agreed to act as a dealer for equipment manufactured or distributed by the Seller including, without limitation, any “Dealer Sales and Service Agreement” in substantially the form attached hereto as Exhibit F or any substantially similar agreement, howsoever denominated or, with respect to a Challenger Receivable, any

“Challenger® Dealer Sales and Service Agreement” in substantially the form attached hereto as Exhibit J or any substantially similar agreement, howsoever denominated.

          1.08. The definition “Dealer Receivable” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Dealer Receivable ” means the indebtedness and other obligations owed to the Seller (without giving effect to any transfer or conveyance hereunder) or in which the Seller has a security interest or other interest, whether constituting an account, chattel paper, instrument or general intangible, arising in connection with the sale of farm machinery (other than a sale of individual parts) to a Canadian Dealer pursuant to a Dealer Agreement and includes, without limitation, the obligation to pay any Sale Taxes or similar charges with respect thereto, but excluding any obligation to pay Finance Charges. Indebtedness and other rights and obligations arising from any one transaction, including, without limitation, indebtedness and other rights and obligations represented by an individual invoice, shall constitute a Dealer Receivable separate from a Dealer Receivable consisting of the indebtedness and other rights and obligations arising from any other transaction. Notwithstanding any provision of this Agreement to the contrary, Dealer Receivables do not include Conveyed Receivables.

          1.09. The definition “Dilution” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Dilution ” means, at any time, the amount of any reduction in the outstanding balance of an AGCO Receivable as a result of any setoff, dispute, discount, rebate, return, netting, adjustment or any other reason other than (i) payment in cash of such outstanding balance by the Obligor, (ii) credit for a trade-in of used equipment or a return of equipment, to the extent such credit simultaneously gave rise to a new AGCO Receivable in respect of such equipment having an original Outstanding Balance equal to or greater than the amount of such reduction or (iii) such AGCO Receivable having become a Charged-Off Receivable.

          1.10. The definition “Dilution Ratio” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Dilution Ratio ” means, at any time, the percentage equivalent of a fraction, the numerator of which is equal to the aggregate amount of Dilutions which occurred during the calendar month then most recently ended, and the denominator of which is equal to Collections received with respect to of AGCO Receivables during such calendar month; provided , that for purposes of this definition, Dilutions shall be calculated with respect to AGCO Receivables and, without duplication, Conveyed

Receivables and Collections shall not include the Conveyance Price, if any, paid with respect to any Conveyed Receivable. For purposes of this definition, Dilutions and Collections shall be deemed to include amounts related to the indebtedness and other obligations (other than a sale of individual parts) arising in connection with the sale by the Seller of whole goods inventory (except to the extent comprised of the Challenger product line) to a United States Dealer pursuant to a Dealer Agreement to the extent serviced by the Servicer, notwithstanding the fact that such indebtedness and other obligations have not been sold, transferred or otherwise conveyed to the Seller.

          1.11. Paragraphs (c), (k) and (l) of the definition “Eligible Receivable” in Section 1.01 are hereby amended to read in their entirety as follows:

     (c) such Dealer Receivable arises under a Dealer Agreement substantially in the form attached hereto as Exhibit F (in the case AGCO Receivables) or Exhibit J (in the case of Challenger Receivables) (or, in either case, in such other form as shall have been approved in writing by the Agent, such approval not to be unreasonably withheld), which, together with such Dealer Receivable, is in full force and effect and has not been terminated and constitutes the legal, valid and binding obligation of the related Obligor enforceable against such Obligor in accordance with its terms subject to no offset, counterclaim or other defense or contingency; provided , that Challenger Receivables shall not exceed 25% of the aggregate Outstanding Balance of all Dealer Receivables;

     (k) such Dealer Receivable is required to be paid in full, in the case of an AGCO Receivable, within twenty-four (24) months of the date such Dealer Receivable arises or, in the case of a Challenger Receivable (other than a Challenger Receivable arising in connection with the sale of hay-handling Equipment), within six (6) months of the date such Dealer Receivable arises;

     (l) in the case of a Challenger Receivable arising in connection with the sale of hay-handling Equipment, such Challenger Receivable has a remaining term of six (6) months or less from such time;

          1.12. The definition “Eligible Receivable” in Section 1.01 is hereby further amended by deleting the word “and” at the end of paragraph (s), relettering paragraph (t) as paragraph (v) and adding new paragraphs (t) and (u) as follows:

     (t) such Dealer Receivable is not accruing interest on the Outstanding Balance thereof;

     (u) the Obligor of such Dealer Receivable is not subject to any Collection Proceeding; and

          1.13. The definition “Net Eligible Receivables Balance” in Section 1.01 is hereby amended to read in its entirety as follows:

     “ Net Eligible Receivables Balance ” means, at any time, an amount equal to (a) the Eligible Receivables Balance minus (b) the sum of (1) the