PLM Equipment Growth Fund V Sample Contracts

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AMENDED AND RESTATED LOAN AGREEMENT Dated as of September 26, 1996 respecting a loan of up to $38,000,000
Loan Agreement • March 18th, 1997 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York
TO THE
Limited Partnership Agreement • March 28th, 2002 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec
THIRD AMENDMENT TO WAREHOUSING CREDIT AGREEMENT
Warehousing Credit Agreement • August 14th, 2002 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • California
AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • August 11th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

This AMENDED AND RESTATED LOAN AND SECURITY AGREEMENT dated as of June __, 2005 (the “Agreement”), is executed by and between MILPI HOLDINGS, LLC, a Delaware limited liability company (together with any other parties who shall sign the Amended and Restated Loan and Security Agreement Joinder in the form set forth in Exhibit J hereto, the “Borrower”), which has its chief executive office located at One North LaSalle Street, Suite 2700, Chicago, Illinois 60602, and LASALLE BANK NATIONAL ASSOCIATION, a national banking association (the “Bank”), whose address is 135 South LaSalle Street, Chicago, Illinois 60603.

PURCHASE AGREEMENT (N16647) dated as of April 11, 2007, between PLM CAL II LLC, as Seller, and DOUGHERTY AIR TRUSTEE, LLC, not in its individual capacity, but solely as the investment trustee under the Investment Trust Agreement, as Purchaser One...
Purchase Agreement • April 11th, 2007 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

THIS PURCHASE AGREEMENT (N16647), dated as of April 11, 2007 (this “Agreement”), is by and between PLM CAL II LLC, a Delaware limited liability company (“Seller”) and DOUGHERTY AIR TRUSTEE, LLC, a Delaware limited liability company, not in its individual capacity, but solely as the investment trustee under the Investment Trust Agreement (“Purchaser”).

SEVENTH AMENDMENT TO WAREHOUSING CREDIT AGREEMENT
Warehousing Credit Agreement • March 30th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • California

This Seventh Amendment to Warehousing Credit Agreement (this "Amendment") is made and entered into as of December 31, 2003, by and among PLM Equipment Growth Fund V , a California limited partnership ("EGF V"), PLM Equipment Growth Fund VI, a California limited partnership ("EGF VI"), PLM Equipment Growth & Income Fund VII , a California limited partnership ("EGF VII"), Professional Lease Management Income Fund I, L.L.C., a Delaware limited liability company ("Income Fund I"), and Acquisub, LLC , a Delaware limited liability company ("Acquisub") (EGV V, EGF VI, EGF VII, Income Fund I, and Acquisub each individually being a "Borrower" and, collectively, the "Borrowers"), and PLM Financial Services, Inc. , a Delaware corporation and the sole general partner, in the case of EGF V, EGF VI and EGF VII, and the sole manager, in the case of Income Fund I and Acquisub ("FSI"), the banks, financial institutions and institutional lenders from time to time party to the Loan Agreement (defined bel

Asset Purchase Agreement by and among CIT Group Inc. and MILPI Holdings, LLC, Rail Investors I LLC, Rail Investors II LLC, Transportation Equipment-PLM, LLC, PLM Investment Management, Inc., PLM Transportation Equipment Corporation PLM Equipment...
Asset Purchase Agreement • August 24th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • Illinois

This Asset Purchase Agreement, dated as of August 4, 2005 (the "Agreement"), is entered into by and among CIT Group Inc., a Delaware corporation ("Purchaser"), and MILPI Holdings, LLC, a Delaware limited liability company ("MILPI"), Rail Investors I LLC, a Delaware limited liability company ("Rail I"), Rail Investors II LLC, a Delaware limited liability company ("Rail II"), Transportation Equipment-PLM, LLC, a Delaware limited liability company ("TE-PLM"), PLM Investment Management, Inc., a California corporation ("PLM Investment Management"), PLM Transportation Equipment Corporation, a California corporation ("PLM Transportation"), PLM Equipment Growth Fund V, a California limited partnership ("Fund V"), PLM Equipment Growth Fund VI, a California limited partnership ("Fund VI"), PLM Equipment Growth & Income Fund VII, a California limited partnership ("Fund VII"), Professional Lease Management Income Fund I, LLC, a Delaware limited liability company ("Fund I"), PLM Equipment Growth Fu

TRUST INDENTURE AND MORTGAGE 645 Dated as of September 30, 1997 Between FIRST SECURITY BANK, NATIONAL ASSOCIATION, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee, Owner Trustee and WILMINGTON TRUST...
Trust Indenture and Mortgage • March 30th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York

TRUST INDENTURE AND MORTGAGE 645, dated as of September 30, 1997 (“Trust Indenture” or this “Agreement”), between FIRST SECURITY BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee under the Trust Agreement referred to below (together with its successors under the Trust Agreement, the “Owner Trustee”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity, except as expressly stated herein, but solely as Mortgagee hereunder (together with its successors hereunder, the “Mortgagee”).

FOURTH AMENDMENT TO WAREHOUSING CREDIT AGREEMENT
Warehousing Credit Agreement • March 30th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • California

This Fourth Amendment to Warehousing Credit Agreement (this "Amendment") is made and entered into as of March 3, 2003, by and among PLM Equipment Growth Fund V , a California limited partnership ("EGF V"), PLM Equipment Growth Fund VI, a California limited partnership ("EGF VI"), PLM Equipment Growth & Income Fund VII , a California limited partnership ("EGF VII"), Professional Lease Management Income Fund I, L.L.C., a Delaware limited liability company ("Income Fund I"), and Acquisub, LLC , a Delaware limited liability company ("Acquisub") (EGV V, EGF VI, EGF VII, Income Fund I, and Acquisub each individually being a "Borrower" and, collectively, the "Borrowers"), and PLM Financial Services, Inc. , a Delaware corporation and the sole general partner, in the case of EGF V, EGF VI and EGF VII, and the sole manager, in the case of Income Fund I and Acquisub ("FSI"), the banks, financial institutions and institutional lenders from time to time party to the Loan Agreement (defined below) a

OPERATING AGREEMENT
Operating Agreement • November 15th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • Delaware

This Operating Agreement ("Agreement") is made as of June 4, 2004 among the parties signing below as Members (each individually referred to as a "Member" and collectively referred to as the "Members").

LOAN AGREEMENT Among PLM RAIL PARTNERS, LLC, Borrower THE LENDERS LISTED ON THE SIGNATURE PAGES HEREOF and HSH NORDBANK AG, NEW YORK BRANCH, Administrative Agent Dated as of June 30, 2004
Loan Agreement • August 16th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

LOAN AGREEMENT dated as of June 30, 2004 (this “Agreement”) among PLM Rail Partners, LLC, a limited liability company organized and existing under the laws of Delaware (the “Borrower”), the Lenders listed on the signature pages hereof, and HSH Nordbank AG, New York Branch, a banking institution organized under the laws of Germany, acting through its New York Branch, as Administrative Agent (the “Administrative Agent”).

MODIFICATION OF CONFIDENTIAL SETTLEMENT AGREEMENT
Confidential Settlement Agreement • March 30th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • Florida

This Modification of Confidential Settlement Agreement (this “Modification”) is dated as of the ____ day of September, 2004, by and between PLM WORLDWIDE LEASING CORP. (“PLM”), a California corporation, and VARIG S.A. (VIACAO AEREA RIO-GRANDENSE) also known as Varig Brazilian Airlines (“Varig”), a Brazilian corporation. PLM and Varig are collectively referred to herein as the “Parties.”

LEASE AGREEMENT
Lease Agreement • August 2nd, 2006 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York

This LEASE AGREEMENT (this “Agreement”) is made as of November 19, 2004, by and among CFHS Holdings, Inc., a Delaware corporation (“Lessee”), CFHS Equipment Holdings Trust, a Delaware statutory trust (“Trust”) and CFHS Leasing, LLC, a Delaware limited liability company (“LLC”) (Trust and LLC are individually referred to herein as “Lessor” and collectively as “Lessors”). This Agreement is entered into pursuant to that certain Sale and Leaseback Agreement dated as of the date hereof, by and among Lessors and Lessee (the “Sale and Leaseback Agreement”). The equipment listed on Exhibit A of the Sale and Leaseback Agreement, together with all present and future additions, parts, accessories, attachments, substitutions, repairs, improvements, and replacements thereof or thereto shall be referred to as “Equipment” and Exhibit A of the Sale and Leaseback Agreement shall be referred to herein as the “Schedule” (the Lease Agreement, together with the Schedule hereinafter referred to as the “Leas

Limited Liability Company Agreement of PLM Rail Partners, LLC
Limited Liability Company Agreement • August 16th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • Delaware

This Limited Liability Company Agreement of PLM Rail Partners, LLC, a Delaware limited liability company (the “Company”), is made and entered into as of June 29, 2004 (as amended and in effect from time to time, this “Agreement”), by and among the signatories hereto.

Asset Transfer Agreement Between PLM Equipment Growth Fund V And PLM Rail Partners, LLC Dated as of July 1, 2004
Asset Transfer Agreement • August 16th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York

Asset Transfer Agreement (the “Agreement”) dated as of July 1, 2004 between PLM Equipment Growth Fund V, a California limited partnership (“Seller”), and PLM Rail Partners, LLC, a Delaware limited liability company (“Buyer”).

TRUST INDENTURE AND MORTGAGE 648 Dated as of November 26, 1997 Between FIRST SECURITY BANK, NATIONAL ASSOCIATION, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee, Owner Trustee and WILMINGTON TRUST...
Trust Indenture and Mortgage 648 • March 30th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York

TRUST INDENTURE AND MORTGAGE 648, dated as of November 26, 1997 (“Trust Indenture” or this “Agreement”), between FIRST SECURITY BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee under the Trust Agreement referred to below (together with its successors under the Trust Agreement, the “Owner Trustee”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity, except as expressly stated herein, but solely as Mortgagee hereunder (together with its successors hereunder, the “Mortgagee”).

TRUST INDENTURE AND MORTGAGE 646 Dated as of November 21, 1997 Between FIRST SECURITY BANK, NATIONAL ASSOCIATION, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee, Owner Trustee and WILMINGTON TRUST...
Trust Indenture and Mortgage 646 • March 30th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York

TRUST INDENTURE AND MORTGAGE 646, dated as of November 21, 1997 (“Trust Indenture” or this “Agreement”), between FIRST SECURITY BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee under the Trust Agreement referred to below (together with its successors under the Trust Agreement, the “Owner Trustee”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity, except as expressly stated herein, but solely as Mortgagee hereunder (together with its successors hereunder, the “Mortgagee”).

TRUST INDENTURE AND MORTGAGE 647 Dated as of November 24, 1997 Between FIRST SECURITY BANK, NATIONAL ASSOCIATION, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee, Owner Trustee and WILMINGTON TRUST...
Trust Indenture And • March 30th, 2005 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York

TRUST INDENTURE AND MORTGAGE 647, dated as of November 24, 1997 (“Trust Indenture” or this “Agreement”), between FIRST SECURITY BANK, NATIONAL ASSOCIATION, a national banking association, not in its individual capacity, except as expressly stated herein, but solely as Owner Trustee under the Trust Agreement referred to below (together with its successors under the Trust Agreement, the “Owner Trustee”), and WILMINGTON TRUST COMPANY, a Delaware banking corporation, not in its individual capacity, except as expressly stated herein, but solely as Mortgagee hereunder (together with its successors hereunder, the “Mortgagee”).

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AMENDED AND RESTATED WAREHOUSING CREDIT AGREEMENT AMONG PLM EQUIPMENT GROWTH FUND V PLM EQUIPMENT GROWTH FUND VI PLM EQUIPMENT GROWTH & INCOME FUND VII TRANSPORTATION EQUIPMENT-PLM, LLC PLM FINANCIAL SERVICES, INC. AND THE LENDERS LISTED HEREIN, AND...
Warehousing Credit Agreement • March 30th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • California

This Amended and Restated Warehousing Credit Agreement is entered into as of March __, 2004, by and among PLM Equipment Growth Fund V , a California limited partnership (" EGF V "), PLM Equipment Growth Fund VI, a California limited partnership (" EGF VI "), PLM Equipment Growth & Income Fund VII , a California limited partnership (" EGF VII "), and Transportation Equipment-PLM, LLC , a Delaware limited liability company (" TEP ") (EGF V, EGF VI, EGF VII, and TEP each individually being a " Borrower " and, collectively, the " Borrowers "), PLM Financial Services, Inc. , a Delaware corporation and the sole general partner of EGF V, EGF VI and EGF VII (" FSI "), the banks, financial institutions and institutional lenders from time to time party hereto and defined as Lenders herein, and Comerica Bank (" Comerica Bank ") not in its individual capacity, but solely as agent.

AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT
Credit Agreement • November 14th, 2000 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York
AIRCRAFT PURCHASE AGREEMENT C-GVTA Dated as of December 22, 2006 Between WELLS FARGO BANK NORTHWEST, NATIONAL ASSOCIATION, Not in its individual capacity but solely as Owner Trustee (“Seller”) And COMPASS CAPITAL CORPORATION (“Buyer”) One 1989...
Aircraft Purchase Agreement • December 26th, 2006 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

This AIRCRAFT PURCHASE AGREEMENT C-GVTA, dated as of December 22, 2006 (this “Agreement”) is entered into by and between Wells Fargo Bank Northwest, National Association (as successor to First Security Bank, National Association), not in its individual capacity but solely as Owner Trustee (“Seller,” “Lessor” or the “Owner Trustee”) on behalf of Owner Participant (as defined below) and Compass Capital Corporation, a California corporation (“Buyer”).

Plan of Dissolution and Liquidation
Dissolution and Liquidation • July 7th, 2006 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

This Plan of Dissolution and Liquidation (this “Plan”), is entered into as of June 30, 2006, by and among PLM Equipment Growth Fund V, a California limited partnership (the “Partnership”), and PLM Financial Services, Inc., a Delaware corporation (the “General Partner”).

Contract
Memorandum of Agreement • March 16th, 2007 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

MEMORANDUM OF AGREEMENT Dated: 21 December 2006 Norwegian Shipbrokers Association s Memorandum of Agreement for sale and purchase of ships. Adopted by The Baltic and International Maritime Council (BIMCO) in 1956 Code-name SALEFORM 1993 Revised 1966, 1983 and 1986/87.

Limited Liability Company Agreement of PLM Rail V, LLC
Limited Liability Company Agreement • August 16th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • Delaware

This Limited Liability Company Agreement of PLM Rail V, LLC, a Delaware limited liability company (the “Company”), is made and entered into as of _________, 2004 (as amended and in effect from time to time, this “Agreement”), by and among the signatories hereto.

EIGHTH AMENDMENT TO WAREHOUSING CREDIT AGREEMENT
Warehousing Credit Agreement • March 30th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • California

This Eighth Amendment to Warehousing Credit Agreement (this "Amendment") is made and entered into as of March __, 2004, by and among PLM Equipment Growth Fund V , a California limited partnership ("EGF V"), PLM Equipment Growth Fund VI, a California limited partnership ("EGF VI"), PLM Equipment Growth & Income Fund VII , a California limited partnership ("EGF VII"), Professional Lease Management Income Fund I, L.L.C., a Delaware limited liability company ("Income Fund I"), and Acquisub, LLC , a Delaware limited liability company ("Acquisub") (EGV V, EGF VI, EGF VII, Income Fund I, and Acquisub each individually being a "Borrower" and, collectively, the "Borrowers"), and PLM Financial Services, Inc. , a Delaware corporation and the sole general partner, in the case of EGF V, EGF VI and EGF VII, and the sole manager, in the case of Income Fund I and Acquisub ("FSI"), the banks, financial institutions and institutional lenders from time to time party to the Loan Agreement (defined below)

AIRCRAFT PURCHASE AGREEMENT
Aircraft Purchase Agreement • September 12th, 2006 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec • New York
SECOND AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF PLM EQUIPMENT GROWTH FUND V
Limited Partnership Agreement • August 16th, 2004 • PLM Equipment Growth Fund V • Services-equipment rental & leasing, nec

This Second Amendment (“Amendment”) to the Amended and Restated Limited Partnership Agreement (“Agreement”) of PLM Equipment Growth Fund V (“Partnership”) is executed as of June 29, 2004, by its General Partner, PLM Financial Services, Inc., a Delaware corporation (“General Partner”). All capitalized terms not otherwise defined herein shall have the meanings set forth in the Agreement.

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