TERMINATION
AGREEMENT
This
TERMINATION AGREEMENT (this “ Termination
Agreement ”) is effective as of the 4th day of December,
2008, by and between CS Financing Corporation, a Delaware
corporation (“ CSF ”), Hennessey Financial, LLC,
a Minnesota limited liability company (“ Hennessey
”) and Capital Solutions Monthly Income Fund, LP (“
CSMIF ”), f/k/a Hennessey Financial Monthly Income
Fund, LP.
WHEREAS , CSF, Hennessey and CSMIF entered into that
certain Subordination and Intercreditor Agreement, dated as of May
7, 2007 (the “ Subordination Agreement
”).
WHEREAS , CSF, Hennessey and CSMIF desire to terminate
the Subordination Agreement and release each other from all
obligations, rights, responsibilities, and duties
thereunder.
NOW,
THEREFORE , in
consideration of the mutual covenants and promises contained herein
and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties,
intending to be legally bound, hereby agree as follows:
1.
Termination . Each of CSF, Hennessey and CSMIF
hereby terminates the Subordination Agreement, effective as of the
date hereof, and hereby agrees that from and after the date hereof,
the Subordination Agreement shall be of no further force and effect
and none of the parties thereto shall have any further obligations,
rights, responsibilities or duties unde
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