Afg Investment Trust D Sample Contracts

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EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 22, 2000
Agreement and Plan of Merger • December 28th, 2000 • Afg Investment Trust D • Services-equipment rental & leasing, nec • Delaware
EXHIBIT 99.E AMENDMENT AGREEMENT
Amendment Agreement • April 17th, 2001 • Afg Investment Trust D • Services-equipment rental & leasing, nec
AMENDMENT NO. 3 TO AIRCRAFT LEASE AGREEMENT
Aircraft Lease Agreement • April 17th, 2001 • Afg Investment Trust D • Services-equipment rental & leasing, nec
ARTICLE II GUARANTEE AND INDEMNITIES
Guarantee • March 30th, 2000 • Afg Investment Trust D • Services-equipment rental & leasing, nec
ARTICLE II GUARANTEE AND INDEMNITIES
Guarantee • April 17th, 2001 • Afg Investment Trust D • Services-equipment rental & leasing, nec
RECITAL
Afg Investment Trust D • April 17th, 2001 • Services-equipment rental & leasing, nec
First Amendment to Membership Interest Purchase Agreement
Membership Interest Purchase Agreement • December 8th, 2006 • Afg Investment Trust D • Services-equipment rental & leasing, nec

This First Amendment to Membership Interest Purchase Agreement (this “Amendment”) is made and entered into as of December 5, 2006 by and among WestCo LLC, a Florida limited liability company (the “Buyer”), C&D IT LLC, a Delaware limited liability company (“C&D”), EFG Kirkwood LLC, a Delaware limited liability company (“Kirkwood”) and EFG Palisades LLC, a Delaware limited liability company (“Palisades”) (C&D, Kirkwood and Palisades, each a “Company” and together, the “Companies), and Wilmington Trust Company, not in its individual capacity but solely as Liquidating Trustee of each of AFG Investment Trust C Liquidating Trust and AFG Investment Trust D, each a Delaware liquidating trust (each a “Seller” and together, the “Sellers”).

March 14, 2005
Afg Investment Trust D • March 18th, 2005 • Services-equipment rental & leasing, nec
MEMBERSHIP INTEREST PURCHASE AGREEMENT by and among WEST CO LLC, the Buyer C&D IT LLC, EFG KIRKWOOD LLC AND EFG PALISADES LLC, collectively, the Companies and AFG INVESTMENT TRUST C LIQUIDATING TRUST and AFG INVESTMENT TRUST D LIQUIDATING TRUST,...
Membership Interest Purchase Agreement • August 8th, 2006 • Afg Investment Trust D • Services-equipment rental & leasing, nec • Delaware

THIS MEMBERSHIP INTEREST PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of July 24, 2006, by and among West Co LLC, a Florida limited liability company (the “Buyer”), C&D IT LLC, a Delaware limited liability company (“C&D”), EFG Kirkwood LLC, a Delaware limited liability company (“Kirkwood”) and EFG Palisades LLC, a Delaware limited liability company (“Palisades”) (C&D, Kirkwood and Palisades, each a “Company” and together, the “Companies), and Wilmington Trust Company, not in its individual capacity but solely as Liquidating Trustee of each of AFG Investment Trust C Liquidating Trust and AFG Investment Trust D, each a Delaware liquidating trust (each a “Seller” and together, the “Sellers”).

AIRCRAFT PURCHASE AGREEMENT Dated as of the ____ day of December, 2005 between not in its individual capacity, but solely as owner trustee as Seller, and CORPORACIÓN YGNUS AIR, S.A. as Buyer, in respect of one McDonnell Douglas DC-8-73F Aircraft,...
Aircraft Purchase Agreement • December 20th, 2005 • Afg Investment Trust D • Services-equipment rental & leasing, nec

This AIRCRAFT PURCHASE AGREEMENT dated as of the ______day of December 2005, is between U.S. Bank National Association, a national banking association, not in its individual capacity, but solely as owner trustee, ("Seller"), and Corporación Ygnus Air, S.A. a corporation formed under the laws of Spain, formally known as Cygnus Air, S.A (“Buyer”).

EQUITY PURCHASE AGREEMENT among KETTLE VALLEY USA LLC and EQUIS II CORPORATION as the Buyers EFG/KETTLE DEVELOPMENT LLC, the Company AFG INVESTMENT TRUST C and AFG INVESTMENT TRUST D, as the Sellers December 31, 2004
Equity Purchase Agreement • January 4th, 2005 • Afg Investment Trust D • Services-equipment rental & leasing, nec • Massachusetts

THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of December 31, 2004, by and among Kettle Valley USA LLC, a Florida limited liability company (“KVUSA”) and Equis II Corporation, a Delaware corporation (“Equis II” and, together with KVUSA, each a “Buyer” and together the “Buyers”), EFG/Kettle Development LLC, a Delaware limited liability company (the “Company”) and AFG Investment Trust C and AFG Investment Trust D, each a Delaware statutory trust (“Trust C” and “Trust D,” respectively, together with an Assignee (as hereinafter defined) of each of Trust C or Trust D, as the case may be, each a “Seller” and together, the “Sellers”).

RECITALS
Guarantors' Contribution Agreement • March 30th, 2000 • Afg Investment Trust D • Services-equipment rental & leasing, nec • Massachusetts
MEMBERSHIP INTEREST PURCHASE AGREEMENT
Membership Interest Purchase Agreement • August 16th, 2004 • Afg Investment Trust D • Services-equipment rental & leasing, nec • New York

This Membership Interest Purchase Agreement (this “Agreement”), dated as of August 5, 2004, is entered into by and among PLM MILPI Holdings LLC, a Delaware limited liability company (“Purchaser”) and AFG Investment Trust D (the “Seller”), a trust formed in accordance with the Delaware Business Trust Act.

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