RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-22
This RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE, dated as of June 28,
1990, between American Finance Group, a Massachusetts general partnership and
successor in interest to American Finance Group, Inc. ("Lessor"), a
Massachusetts corporation and Packaging Corporation of America ("Lessee")
incorporates by reference the terms and conditions of Master Lease Agreement No.
8707ILG313 (the "Master Lease"). Lessor hereby leases to Lessee and Lessee
hereby leases from Lessor the following described items of Equipment for the
Lease Term and at the Basic Rent payable on the Payment Dates hereinafter set
forth, on the terms and conditions set forth in the Master Lease.
1. EQUIPMENT
Description
(Manufacturer,
Item Type, Model and Equipment Acceptance
No. Serial Number) Cost Location Date
---- --------------- --------- -------- ----------
VARIOUS FORKLIFTS AND EQUIPMENT AS MORE FULLY DESCRIBED
ON THE ATTACHED SCHEDULE A AND VENDOR INVOICES See Schedule A
GRAND TOTAL EQUIPMENT COST: $9,650.00
---------
BILL TO: Packaging Corporation of America
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
2. LEASE TERM
The Lease Term Is for an Interim Term commencing on the date of acceptance
of the Equipment for lease, as set in the attached Schedule A, and continuing
through and including June 30, 1990 and for a Primary Term of 36 months,
commencing on July 1, 1990 and continuing through and including the Expiration
Date of June 30, 1993.
3. BASIC RENT. PAYMENT DATES.
Interim Term Basic Rent is due and payable in full on the first day of the
Primary Term. Basic Rent for the Primary Term is due and payable in 36 payments
of $241.25 each commencing on July 1, 1990 and continuing monthly in advance
thereafter, through and including June 1, 1993.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-22
PAGE TWO
Interim Term Basic Rent Is computed by multiplying the Total Equipment
Cost by the Per Diem Lease Rate set forth below and multiplying the product by
the number of days in the Interim Term. Primary Term Basic Rent is computed by
multiplying the Total Equipment Cost by the Periodic Lease Rate set forth below.
Per Diem Lease Rate: .000833
Periodic Lease Rate: .025000
4. SPECIAL MAINTENANCE AND RETURN CONDITIONS. In furtherance, and not in
limitation of, the use, maintenance and return conditions for the Equipment set
forth in Sections 4 and 9 of the Master Lease, ▇▇▇▇▇▇ hereby agrees to return
the Equipment to Lessor in accordance with all of the terms and conditions of
the Master Lease and in compliance with the following special return conditions:
1. When loaded to its rated capacity, each Unit shall:
(a) Start under its own power and idle without water or fuel
leaks.
(b) Move through its normal speed ranges in both forward and
reverse, in normal operating manner.
(c) Steer normally right and left in both forward and reverse.
(d) Be able to stop with its service brakes within a safe
distance, in both forward and reverse.
(e) Lift, lower, and tilt normally with and without a load a
minimum of three (3) times. Carriage, lift chains and channel
assembly shall be in working condition, normal wear and tear
excepted.
(f) Electric trucks, if purchased with batteries, must be returned
with batteries that are capable of sustaining a charge that
will permit use of the equipment for an eight (8) hour shift.
(g) All motors shall operate without arcing and/or sparking.
2. Each Unit's attachment(s), if any, shall perform all of its required
functions, and each Unit's horn, parking brake, and lights shall be
operational.
3. The Units shall, on average, have tires with at least fifty percent
(50%) remaining tread.
4. Each Unit shall be complete with all originally-installed parts and
pieces.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-22
PAGE THREE
5. TAX INDEMNITY
Lessee acknowledges that this Rental Schedule and the Master Lease
Agreement has been entered into on the basis that Lessor shall be entitled for
federal and state income tax purposes (i) to claim the deductions for
depreciation on the total original cost of the Equipment pursuant to the
Accelerated Cost Recovery System under Section 168 of the Internal Revenue Code
of 1986, as amended ("Code") or for state income tax purposes, any other
depreciation deduction method that is permitted by certain state law; and (ii)
to claim under Section 163 of the Code a tax deduction for the full amount of
any interest paid by Lessor or accrued under ▇▇▇▇▇▇'s method of tax accounting
on any indebtedness secured by the Equipment (hereinafter referred to
collectively as the "Tax Benefits"). ▇▇▇▇▇▇ agrees to fully indemnify Lessor for
any loss, disallowance, unavailability or recapture of the Tax Benefits as a
result of any act, omission, misrepresentation or failure to act by Lessee, any
sublessee, or any other person authorized by the Lessee to use or maintain the
Equipment. If Lessor shall lose, shall not have the right to claim, or if there
shall be disallowed or recaptured, all or any portion of such Tax Benefits,
Lessee shall pay to Lessor as additional rent (a) an amount equal to the value,
determined at the highest marginal tax rate on a present value basis discounted
at the Lessor's then current cost of funds, of the Tax Benefits so disallowed or
made unavailable plus (b) all interest, penalties, or additions to tax resulting
from such loss, disallowance, unavailability or recapture of any of the
foregoing, plus (c) all taxes required to by paid by the Lessor, its successors,
assigns, or affiliates under any federal, state and local law upon receipt of
any of the indemnifications set forth in this Section.
6. ACCEPTANCE CERTIFICATE
Lessee hereby represents, warrants and certifies (a) that the Equipment
described herein has been delivered to and inspected and found satisfactory by
Lessee and is accepted for Lease by Lessee under this Rental Schedule and the
Master Lease as incorporated herein by reference, as of the Acceptance Date set
forth above; (b) all Items of Equipment are new and unused as of the Acceptance
Date, except as otherwise specified above, and (c) the representations and
warranties of Lessee set forth in the Master Lease are true and correct as of
the date hereof.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-22
PAGE FOUR
7. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Rental Schedule and the Master Lease constitute the entire agreement
between Lessee and Lessor with respect to the leasing of the Equipment. To the
extent any of the terms and conditions set forth in this Rental Schedule
conflict with or are inconsistent with the Master Lease, this Rental Schedule
shall govern and control. No amendment, modification or waiver of this Rental
Schedule or the Master Lease will be effective unless evidenced by a writing
signed by the party to be charged. This Rental Schedule may be executed in
counterparts, all of which together shall constitute one and the same
instrument.
IN WITNESS WHEREOF the parties hereto have caused this Rental Schedule and
Acceptance Certificate to be executed and delivered by their duly authorized
representatives as of the date first above written.
AMERICAN FINANCE GROUP PACKAGING CORPORATION OF AMERICA
successor in interest to Lessee
AMERICAN FINANCE GROUP, INC.
Lessor
By /s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By /s/ ▇. ▇▇▇▇▇▇
------------------------- -------------------------
Title Manager Title EXECUTIVE V.P.
---------------------- ----------------------
COUNTERPART NO. 3 OF 4 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS. TO THE
EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER THE UNIFORM
COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH THE TRANSFER AND
POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO. 1.
6/26/90 PACKAGING CORPORATION OF AMERICA Page 1
SCHEDULE A
Vendor name Invoice number Unit cost Serial Number Eqpt. Manufacturer Eqpt. Model
---------------------- -------------- --------- ------------- ------------------ -----------
Yale Material Handling 0005311 9,650.00 W-40268 Crown 355CTT
=========
TOTAL EQUIPMENT COST: $9,650.00
Eqpt. Type Street City State Zip Code Acceptance Date Rental schedule
---------- ------------ ------- ----- -------- --------------- ---------------
FORKLIFT ▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ 5/04/90 B-22
PACKAGING CORPORATION OF AMERICA
EXHIBIT ONE TO RENTAL SCHEDULE B-22
CASUALTY VALUES
(Stated as Percentage of Equipment Cost)
AFTER
PRIMARY
TERM CASUALTY
PAYMENT NO. VALUE
----------- --------
Prior to 1 112.00
1 110.75
2 109.48
3 108.19
4 106.89
5 105.57
6 104.23
7 102.88
8 101.51
9 100.12
10 98.72
11 97.29
12 95.85
13 94.38
14 92.90
15 91.40
16 89.88
17 88.34
18 86.79
19 85.21
20 83.61
21 81.99
22 80.34
23 78.68
24 77.00
25 75.29
26 73.56
27 71.81
28 70.04
29 68.24
30 66.42
31 64.58
32 62.71
33 60.82
34 58.90
35 56.96
36 55.00
RENEWAL RENTAL SCHEDULE NO. B-18RN1 (the "Renewal Rental Schedule")
DATED AS OF MARCH 15, 1995
TO MASTER LEASE AGREEMENT NO. 87071LG313 (the "Master Lease")
DATED AS OF JULY 1, 1987
LESSOR LESSEE
AMERICAN INCOME PARTNERS V-D PACKAGING CORPORATION OF AMERICA
LIMITED PARTNERSHIP ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
c/o AMERICAN FINANCE GROUP EVANSTON, IL ▇▇▇▇▇
▇▇▇▇▇▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
1. LEASE TERM. PAYMENT DATES.
This Renewal Rental Schedule, between American Finance Group, as lessor,
▇▇▇▇▇▇'s interest therein having been previously sold and assigned to the
above-referenced Lessor and Lessee incorporates by reference the terms and
conditions of the Master Lease. Lessor hereby leases to Lessee and Lessee hereby
leases from Lessor those items of Equipment described on the attached Schedule
B, for the Renewal Lease Term and at the Renewal Term Basic Rent payable on the
Payment Dates hereinafter set forth on the attached Schedule A, on the terms and
conditions set forth in the Master Lease.
2. BASIC RENT.
Renewal Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Renewal Lease Rate set forth on the attached Schedule A.
3. STIPULATED LOSS VALUE.
Notwithstanding the provision of the Master Lease, the Stipulated Loss
Value for the Equipment during the Renewal Lease Term shall be equal to
$12,368.00.
4. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Renewal Rental Schedule and the Master Lease constitute the entire
agreement between Lessee and Lessor with respect to the leasing of the
Equipment. Lessee hereby represents, warrants and certifies that the
representations and warranties of Lessee set forth in the Master Lease are true
and correct as of the date hereof. Capitalized terms not defined herein shall
have the meanings assigned to them in the Master Lease. To the extent any of the
terms and conditions set forth in this Renewal Rental Schedule conflict with or
are inconsistent with the Master Lease, this Renewal Rental Schedule shall
govern and control. No amendment, modification or waiver of this Renewal Rental
Schedule or the Master Lease will be effective unless
RENEWAL RENTAL SCHEDULE NO. B-18RN1
PAGE TWO
evidenced by a writing signed by the party to be charged. This Renewal Rental
Schedule may be executed in counterparts, all of which together shall constitute
one and the same instrument.
5. SPECIAL MAINTENANCE AND RETURN CONDITIONS.
In furtherance, and not in limitation of, the use, maintenance and return
conditions for the Equipment set forth in Section 4 and 11 of the Master Lease,
▇▇▇▇▇▇ hereby agrees to return the Equipment to Lessor in accordance with all
of the terms and conditions of the Master Lease and in compliance with the
following special return conditions:
1. When loaded to its capacity, each unit shall:
(a) Start under its own power without water or hydraulic fluid leaks.
(b) Move smoothly through its normal speed ranges in both forward and
reverse, in normal operating manner, with and without full load.
(c) Steer right and left in both forward and reverse.
(d) Be able to stop within a safe distance in both forward and reverse.
(e) Lift, Lower, Tilt and if applicable, Side Shift, with and without a
load a minimum of (3) times. Rollers, carriage, lift chains, and
channel assembly shall be in working condition, and shall not be
rusted, cracked, welded or broken.
(f) Electric Trucks, if purchased with batteries, must be returned with
batteries that are capable of sustaining a charge for an (8) eight
hour shift and in good condition with no leaks or cracked cases or
cells.
(g) Electric trucks, if purchased with chargers, must be returned with
chargers that are in good working order and able to deliver the
manufacturer's intended output.
(h) All electrical cables and connectors shall be intact with no frayed
cables or broken connectors.
(i) Contact Lips shall not show signs of arcing and/or sparking.
(j) Commutators in all motors shall not be discolored, pitted, or show
signs of brush arcing.
(k) No electronic safety feature shall be bypassed or disconnected.
2. Each unit's attachments, if any, shall perform all of its required
functions, and each units horn, parking brake and lights shall be
operational.
RENEWAL RENTAL SCHEDULE NO. B-18RN1
PAGE THREE
3. The units may be returned with chunking on the top edge and holes
elsewhere not exceeding one inch in diameter and there shall be no flat
spots on any tire.
The undersigned, being the duly authorized representative of the Lessee, hereby
certifies that the items of Equipment described on the attached Schedule B have
been duly delivered to the Lessee in good order and duly inspected and accepted
by the Lessee as conforming in all respects with the requirements and provisions
of the Master Lease, as of the Renewal Term Commencement Date stated on the
attached Schedule A.
AMERICAN INCOME PARTNERS V-D PACKAGING CORPORATION OF AMERICA
LIMITED PARTNERSHIP Lessee
Lessor
By: /s/ [ILLEGIBLE]
By: AFG Leasing IV Incorporated ----------------------------
Title: General Partner Title: Director of Purchasing
-------------------------
By: /s/ ▇▇▇▇ ▇▇▇▇▇▇
----------------------------
Title: Manager
-------------------------
COUNTERPART NO. 1 OF 2 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS.
TO THE EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER
THE UNIFORM COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH
THE TRANSFER AND POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO.
1
LLR40D-01 AMERICAN FINANCE GROUP 3/08/95 9:06:00 PAGE 1
Schedule A - Rental Schedule Economics
LESSEE: PACKAGING CORPORATION OF AMERICA
LESSOR: AMERICAN FINANCE GROUP
RENTAL SCHEDULE: B-18RN1
LEASE TERM (months): 24
PRIMARY START DATE: 6/01/1995
LEASE EXPIRATION DATE: 5/31/1997
PAYMENT FREQUENCY: MONTHLY
ADVANCE/ARREARS: ADVANCE
LEASE RATE: .008085400
PER DIEM LEASE RATE: .000269513
PERIODIC RENT: $200.00
NUMBER OF PAYMENTS: 24
TOTAL INTERIM RENT: $.00
PAYMENT COMMENCEMENT DATE: 6/01/1995
TOTAL EQUIPMENT COST: $24,736.00
DOCUMENTATION FEE:
----------------------
[ILLEGIBLE] LESSEE INITIALS
----------------
GDO LESSOR INITIALS
----------------
LLR41D-01 AMERICAN FINANCE GROUP 3/08/95 9:06:05 PAGE 1
Schedule B Equipment Description
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE NUMBER: B-18RN1
LESSOR: AMERICAN FINANCE GROUP
Acceptance
Equipment Cost Serial Number Year Manufacturer Model Type Date
---------------------------------------------------------------------------------------
24,736.00 SNTC-9-19640 NISSAN E-SO TRUCK 6/01/1995
------------
24,736.00 Total for Location ▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇
============
24,736.00 Total Equipment Cost
RENEWAL RENTAL SCHEDULE CHECKLIST
LESSEE: PCA
--------------------
R.S.: B-18
--------------------
NEW R.S.: B-18RN1
--------------------
1. Clean up UCC'S [check mark]
(create, continue, amend, etc.) -----------------
2. Original Titles [check mark]
-----------------
3. Input onto AS400 [check mark]
-----------------
4. Update Equity Owner [check mark]
-----------------
5. Create RN R.S. [check mark]
-----------------
6. Insurance Updated [check mark]
-----------------
7. Send Docs to Lessee [check mark]
-----------------
8. Activation Report [check mark]
-----------------
9. Stop Bill Form [check mark]
-----------------
10. Leveraged Transaction N/A
-----------------
Note returned N/A
-----------------
R.S. returned N/A
-----------------
UCC Terminations N/A
-----------------
LF&A SIGNOFF
GDO
-----------------
Note: Award Code for ATF may need to be created.
COMMENTS:
-----------------------------------------------------------------------
-----------------------------------------------------------------------
-----------------------------------------------------------------------
STATE OF COLORADO - UCC3 FILED COPY
UNIFORM COMMERCIAL CODE
UCC-3 STATEMENT OF CHANGE
Filed with: SECRETARY OF STATE
1ST DEBTOR |_| Additional debtor(s) on attachment CHECK IF APPLICABLE
SSN/FED Tax ID ▇▇▇▇▇▇▇▇▇
Name (Last, 1st) PACKAGING CORPORATION OF AMERICA
Street ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇
▇▇▇▇, ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
|_| This statement is to be recorded in the
county real estate records ONLY.
|_| This statement is to be recorded in
real estate AND UCC records.
--------------------------------------------------------------------------------
For Office Use Only
[bar code]
COLORADO SECRETARY OF STATE - UCC3
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇
▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇-▇▇▇▇
952022413 $10.00
SECRETARY OF STATE
03-24-95 11:55
Fold Here
--------------------------------------------------------------------------------
ORIGINAL STATE
FILING NO. 902029837
County SECRETARY OF STATE
County Book No.
County Page No.
County Filing No.
Orig Date Filed. 4/16/90
Real Estate No.
1ST SECURED |_| Additional secured parties on attachment
PARTY
Name (Last, 1st) AMERICAN FINANCE GROUP
Street EXCHANGE PLACE, 14TH FLOOR
City, State, Zip BOSTON, MA 02109
Fold Here
--------------------------------------------------------------------------------
ASSIGNED PARTY |_| Additional assigned parties on attachment
Name (Last, 1st)
Street
City, State, Zip
(Amendment, Assignment)
CHECK THE APPROPRIATE BOX
|_| TERMINATION: The secured party of record no longer claims a security
interest under the financing statement.
|X| CONTINUATION: The original financing statement is still effective.
|_| RELEASE OF COLLATERAL: The secured party of record releases the collateral
described below.
|_| AMENDMENT: The financing statement is amended as set forth below. BOTH
debtor and secured party must sign.
|_| TOTAL ASSIGNMENT: The secured party of record has assigned all rights in
the original financing statement. The name and address of the assignee
appear below.
|_| PARTIAL ASSIGNMENT: The secured party of record has assigned rights. The
name and address of the assignee and a description of the collateral
appear below.
PLEASE RETURN TO:
CT Corporation
Attn: ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇. ▇▇▇
▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(▇▇▇) ▇▇▇-▇▇▇▇
No. of Additional
Sheets Presented: 0
AMERICAN FINANCE GROUP
/s/ ▇▇▇▇ ▇▇▇▇▇▇, Auth. Signer
-------------------------------- -----------------------------------
Debtor Signature(s) Secured Party Signature(s)
▇▇▇▇ ▇▇▇▇▇▇, AUTHORIZED SIGNER
-------------------------------- -----------------------------------
Printed Name & Title Printed Name & Title
STATE OF ILLINOIS
UNIFORM COMMERCIAL CODE Filed with: Secretary of State
STATEMENTS OF CONTINUATION, PARTIAL RELEASE, ASSIGNMENT, ETC. - FORM UCC-8
This STATEMENT is presented to THE FILING OFFICER for filing pursuant to the
Uniform Commercial Code.
--------------------------------------------------------------------------------
For Filing Officer (Date, Time, Number, and Filing Office)
--------------------------------------------------------------------------------
Debtor(s) (Last Name First) and address(es) Secured Party(ies) and address(es)
PACKAGING CORPORATION OF AMERICAN FINANCE GROUP
AMERICA EXCHANGE PLACE 14TH FLOOR
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
--------------------------------------------------------------------------------
This Statement refers to original Financing Statement No. 2704217
Date filed: 4/16/90 Filed with Secretary of State
--------------------------------------------------------------------------------
A. |X| CONTINUATION.... The original financing statement between the foregoing
Debtor and Secured Party, bearing the file number shown
above, is still effective.
B. |_| PARTIAL RELEASE. From the collateral described in the financing
statement bearing the file number shown above, the
Secured Party releases the property indicated below.
C. |_| ASSIGNMENT.... The Secured Party certifies that the Secured Party has
assigned to the Assignee whose name and address is shown
below, Secured party's rights under the financing
statement bearing the file number shown above in the
property indicated below.
D. |_| TERMINATION.... The Secured Party certifies that the Secured Party no
longer claims a security interest under the financing
statement bearing the file number shown above.
E. |_| AMENDMENT.... The financing statement bearing the above file number is
amended.
|_| To show the Secured Party's new address indicated
below;
|_| To show the Debtor's new address as indicated below;
|_| As set forth below:
--------------------------------------------------------------------------------
No. of Additional Sheets Presented: 0
--------------------------------------------------------------------------------
AMERICAN FINANCE GROUP
(Debtor) By: /s/ ▇▇▇▇ ▇▇▇▇▇▇, Auth. Signer
---------------------------------- ---------------------------------
(Signature of Debtor, if required) (signature of secured party)
▇▇▇▇ ▇▇▇▇▇▇, AUTHORIZED SIGNER
Dated: , 19
------------------ --------------
This form of Financing Statement is approved by the Secretary of State
STANDARD FORM - UNIFORM COMMERCIAL CODE - FORM UCC-8 REV. 7/74 IL3.102194
PLEASE RETURN TO:
CT Corporation
Attn: ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇. ▇▇▇. ▇▇▇
▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
(▇▇▇) ▇▇▇-▇▇▇▇
RETURN TO SENDER
L2R13D AMERICAN FINANCE GROUP 3/02/95 15:11:04 PAGE 1
ASSET ACTIVITY REPORT
DATE OF REQUESTS: 3/02/95
PREPARED BY: [ILLEGIBLE]
--------------
ASSET MGMT APPROVAL: GDO
---------------
TYPE OF TRANSACTION
(X) RENEWAL LEASE ( ) CASUALTY AT STIPULATED LOSS VALUE
( ) RELEASE TO NEW USER (EXISTING LESSEE) ( ) EARLY TERMINATION
( ) RELEASE TO NEW USER (NEW LESSEE) ( ) WAREHOUSE OF ASSETS
( ) SALE TO ORIGINAL USER ( ) OTHER
( ) SALE TO THIRD PARTY USER ---------------------------
PRIMARY TERM DATA
ORIGINAL LESSEE PACKAGING CORPORATION OF AMERICA
STREET ADDRESS 1 ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇, ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇
CONTACT NAME ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
PHONE NUMBER ▇▇▇-▇▇▇-▇▇▇▇ FAX NUMBER ▇▇▇-▇▇▇-▇▇▇▇
MASTER LEASE NUMBER 8707IL5313
LEASE DATE 7/01/1987
RENTAL SCHEDULE B-l8
START DATE 4/01/1990
EXPIRATION DATE 3/31/1955
PAYMENT FREQUENCY M/ADV
LEASE RATE FACTOR .018300000
LENDER/LOAN NUMBER
EQUITY OWNER(S) 1054
100.000000000
NEW LESSEE OR BUYER
STREET ADDRESS ▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇, ▇▇▇▇▇, ZIP
CONTACT NAME
PHONE NUMBER FAX NUMBER
SALE TYPE BS LS OS RS
TAX EXEMPTION STATUS YES NO EXEMPTION NUMBER
SPECIAL ARRANGEMENTS WITH ▇▇▇▇▇▇/BUYER
------------------------------------------
------------------------------------------
------------------------------------------
DOCUMENTS TO BE ISSUED DATE
-------------------------------
L2R13D AMERICAN FINANCE GROUP 3/02/95 15:11:04 PAGE 2
ASSET ACTIVITY REPORT
I. EQUIPMENT SALE DATA (SEE ATTACHED EQUIPMENT AND PRICE LIST)
TOTAL SALE PRICE $
----------------------
OUTSTANDING RECEIVABLES DUE $
----------------------
TOTAL DUE $
----------------------
BROKERAGE FEE $
----------------------
STOP ▇▇▇▇/TERMINATE DATE
----------------------
SPECIAL TRANSACTION NOTES
-------------------------------------------------
-------------------------------------------------
II. RENEWAL OR RELEASE DATA (SEE ATTACHED EQUIPMENT LIST)
RENEWAL TERM 2 Years
----------------------
RENEWAL/RELEASE START DATE 6/1/95 EXPIRATION DATE 5/31/97
---------------------- ----------
PAYMENT FREQUENCY M/ADV Q/ADV S/ADV A/ADV M/ARR Q/ARR S/ARR A/ARR
STIPULATED LOSS VALUE $ LRF/RENT $.0080854/$200.00
---------------------- -----------------
NEW EQUIPMENT LOCATION Same
-------------------------------------------------
-------------------------------------------------
-------------------------------------------------
-------------------------------------------------
END OF LEASE OPTIONS Same
-------------------------------------------------
-------------------------------------------------
SPECIAL RETURN CONDITIONS Same
-------------------------------------------------
-------------------------------------------------
III. WAREHOUSE DATA (SEE ATTACHED EQUIPMENT LIST)
WAREHOUSE NAME
-------------------------------------------------
STREET ADDRESS 1
-------------------------------------------------
STREET ADDRESS 2
-------------------------------------------------
CITY, STATE, ZIP
-------------------------------------------------
WAREHOUSE COST $ PAYMENT INSTRUCTIONS
---------------------- ------
DATE WAREHOUSED STOP BILL DATE
---------------------- ------------
IV. BILLING DATA
CREDITS TO INVOICES None
-------------------------------------------------
BILLING ISSUES
-------------------------------------------------
-------------------------------------------------
L2R14D AMERICAN FINANCE GROUP 3/02/95 15:11:09 PAGE 1
ASSET ACTIVITY REPORT - EQUIPMENT DESCRIPTION
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE: B-l8
Asset Equipment Cost Serial Number Manufacturer Model Type Status ▇▇▇▇ ▇▇▇▇
-----------------------------------------------------------------------------------------------------
0012988 24,736.00 SNTC-9-19640 NISSAN E-50 TRUCK LEASE C0002
-----------
24,736.00 Total for Location ▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ GEO 060011060
===========
24,736.00 Total Equipment Cost
** END OF REPORT **
Packaging Corporation of America [LOGO]
A Tenneco Company
Corporate Offices
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇-3853
(708) 492-5713
February 13, 1995
American Financial Group
Exchange Place
Boston, MA 02109
Attn: ▇▇▇▇▇▇ ▇▇▇▇▇
Re: B-18, your letter of Feb. 13, 1995
Dear ▇▇▇▇▇:
Please consider this formal notification that we wish to renew the lease of
equipment on Schedule B-18 of Master Lease Agreement No. 87071LG313 for a
two-year period at $200 per month.
Please prepare the necessary documents and forward them to my attention for
execution. Thank you for your help.
Sincerely,
/s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, C.P.M.
Purchasing Manager
GL:pm
cc: P. Kala
[LOGO] PCA [LOGO] Printed on recycled paper.
RENEWAL RENTAL SCHEDULE NO. B-21RN1 (the "Renewal Rental Schedule")
DATED AS OF MAY 10, 1995
TO MASTER LEASE AGREEMENT NO. 8707ILG313(the "Master Lease")
DATED AS OF JULY 1, 1987
LESSOR LESSEE
AMERICAN INCOME PARTNERS V-D PACKAGING CORPORATION OF
LIMITED PARTNERSHIP AMERICA
c/o AMERICAN FINANCE GROUP ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇.
EXCHANGE PLACE EVANSTON, IL 60204
BOSTON, MA 02109
1. LEASE TERM. PAYMENT DATES.
This Renewal Rental Schedule, between American Finance Group, as lessor,
▇▇▇▇▇▇'s interest therein having been previously sold and assigned to the
above-referenced Lessor and Lessee incorporates by reference the terms and
conditions of the Master Lease. Lessor hereby leases to Lessee and Lessee hereby
leases from Lessor those items of Equipment described on the attached Schedule
B, for the Renewal Lease Term and at the Renewal Term Basic Rent payable on the
Payment Dates hereinafter set forth on the attached Schedule A, on the terms and
conditions set forth in the Master Lease.
2. BASIC RENT.
Renewal Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Renewal Lease Rate set forth on the attached Schedule A.
3. STIPULATED LOSS VALUE.
Notwithstanding the provision of Sections 5 and 11 of the Master Lease, the
Stipulated Loss Value for the Equipment during the Renewal Lease Term shall be
equal to $32,183.65.
4. SPECIAL MAINTENANCE AND RETURN CONDITIONS.
In furtherance, and not in limitation of, the use, maintenance and return
conditions for the Equipment set forth in Sections 5 and 11 of the Master Lease,
▇▇▇▇▇▇ hereby agrees to return the Equipment to Lessor in accordance with all of
the terms and conditions of the Master Lease and in compliance with the
following special return conditions:
l. When loaded to its capacity, each unit shall:
(a) Start under its own power without water or hydraulic fluid leaks.
(b) Move smoothly through its normal speed ranges in both forward and
reverse, in normal operating manner, with and without full load.
(c) Steer right and left in both forward and reverse.
RENEWAL RENTAL SCHEDULE NO. B-21RN1
PAGE TWO
(d) Be able to stop within a safe distance in both forward and reverse.
(e) Lift, Lower, Tilt and if applicable, Side Shift, with and without a
load a minimum of (3) times. Rollers, carriage, lift chains, and
channel assembly shall be in working condition, and shall not be
rusted, cracked, welded or broken.
(f) Start without hesitation and without external assistance.
(g) Unit will not smoke during acceleration, deceleration, or idling at
normal operating temperature.
(h) Have no excessive noise or vibration at normal operating
temperatures.
(i) Have no external coolant, oil or fuel leaks at normal operating
temperature.
(j) Have no internal coolant, oil or fuel leaks at normal operating
temperature.
(k) No electronic safety feature shall be bypassed or disconnected.
2. Each unit's attachments, if any, shall perform all of its required
functions, and each units horn, parking brake and lights shall be
operational.
3. The units may be returned with chunking on the top edge and holes
elsewhere not exceeding one inch in diameter and there shall be no flat
spots on any tire. Tires shall have at least 50% of tread remaining.
4. Each unit shall have all supplementary equipment or equivalent attached as
originally ordered, excluding any items considered as consumable under
normal working conditions.
5. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Renewal Rental Schedule and the Master Lease constitute the entire
agreement between Lessee and Lessor with respect to the leasing of the
Equipment. Lessee hereby represents, warrants and certifies that the
representations and warranties of Lessee set forth in the Master Lease are true
and correct as of the date hereof. Capitalized terms not defined herein shall
have the meanings assigned to them in the Master Lease. To the extent any of the
terms and conditions set forth in this Renewal Rental Schedule conflict with or
are inconsistent with the Master Lease, this Renewal Rental Schedule shall
govern and control. No amendment, modification or waiver of this Renewal Rental
Schedule or the Master Lease will be effective unless evidenced in writing
signed by the party to be charged. This Renewal Rental Schedule may be executed
in counterparts, all of which together shall constitute one and the same
instrument.
RENEWAL RENTAL SCHEDULE NO. B-21RN1
PAGE THREE
The undersigned, being the duly authorized representative of the Lessee, hereby
certifies that the items of Equipment described on the attached Schedule B have
been duly delivered to the Lessee in good order and duly inspected and accepted
by the Lessee as conforming in all respects with the requirements and provisions
of the Master Lease, as of the Renewal Term Commencement Date stated on the
attached Schedule A.
AMERICAN INCOME PARTNERS V-D PACKAGING CORPORATION OF AMERICA
LIMITED PARTNERSHIP Lessee
Lessor
/s/ ▇▇▇▇ ▇▇▇▇▇▇ By: /s/ [ILLEGIBLE]
---------------------------- ----------------------------------
By: AFG Leasing IV Incorporated Title: Dir. of Purchasing
Title: General Partner -------------------------------
COUNTERPART NO. 1 OF 2 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS.
TO THE EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER
THE UNIFORM COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH
THE TRANSFER AND POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO.
1
LLR40D-01 AMERICAN FINANCE GROUP 5/08/95 12:12:50 PAGE 1
Schedule A - Rental Schedule Economics
LESSEE: PACKAGING CORPORATION OF AMERICA
LESSOR: AMERICAN FINANCE GROUP
RENTAL SCHEDULE: B-21RN1
LEASE TERM (months): 12
PRIMARY START DATE: 9/01/1995
LEASE EXPIRATION DATE: 8/31/1996
PAYMENT FREQUENCY: MONTHLY
ADVANCE/ARREARS: ADVANCE
LEASE RATE: .014370700
PER DIEM LEASE RATE: .000479023
PERIODIC RENT: $925.01
NUMBER OF PAYMENTS: 12
TOTAL INTERIM RENT: $.00
PAYMENT COMMENCEMENT DATE: 9/01/1995
TOTAL EQUIPMENT COST: $64,367.29
DOCUMENTATION FEE:
-----------------------
[ILLEGIBLE] LESSEE INITIALS
------------------
GDO LESSOR INITIALS
------------------
LLR41D-01 AMERICAN FINANCE GROUP 5/08/95 12:12:55 PAGE 1
Schedule B Equipment Description
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE NUMBER: B-21RN1
LESSOR: AMERICAN FINANCE GROUP
Acceptance
Equipment Cost Serial Number Year Manufacturer Model Type Date
---------------------------------------------------------------------------------------
16,076.94 GX230-2548-7158 ▇▇▇▇▇ GCX20 LPG FORKLIFT 9/01/1995
16,076.99 GX230-2549-7l58 ▇▇▇▇▇ GCX20 LPG FORKLIFT 9/01/1995
16,097.80 GX230-2559-7158 ▇▇▇▇▇ GCX20 LPG FORKLIFT 9/01/1995
16,115.56 GX230-2559-7l58 ▇▇▇▇▇ GCX20 FORKLIFT 9/01/1995
------------
64,367.29 Total for Location 1824 BALTIMORE MIDDLETOWN OH 45044
============
64,367.29 Total Equipment Cost
STATE OF ILLINOIS
UNIFORM COMMERCIAL CODE - FINANCING STATEMENT- FORM UCC-1
Filed With: Secretary of State
This STATEMENT is presented to a filing officer for filing pursuant to the
Uniform Commercial Code.
--------------------------------------------------------------------------------
For Filing Officer (Date, Time, Number, and Filing Office)
--------------------------------------------------------------------------------
Debtor(s) (Last Name First) and address(es) Secured Party(ies) and address(es)
PACKAGING CORPORATION OF AMERICAN FINANCE GROUP
AMERICA EXCHANGE PLACE - 14TH FLOOR
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
--------------------------------------------------------------------------------
ASSIGNEE OF SECURED PARTY
--------------------------------------------------------------------------------
This financing statement covers the following types (or items) of property:
ALL LESSEE'S RIGHT, TITLE AND INTEREST IN AND TO THOSE ITEMS OF EQUIPMENT LEASED
BY DEBTOR, AS LESSEE, FROM SECURED PARTY, AS LESSOR, PURSUANT TO THE RENTAL
SCHEDULE AND ACCEPTANCE CERTIFICATE(S) AND TO THE MASTER LEASE AGREEMENT
DESCRIBED ON THE ATTACHED, INCLUDING ALL ADDITIONS, REPLACEMENTS, ACCESSORIES,
SUBSTITUTIONS AND IMPROVEMENTS THERETO, ALL EXTENSIONS AND RENEWALS THEREOF, AND
ALL PROCEEDS OF EACH OF THE FOREGOING. THE EQUIPMENT IS LOCATED ON THE PREMISES
OF THE LESSEE AT THE ADDRESSES LISTED ON THE ATTACHED. THIS FILING IS FOR
INFORMATIONAL PURPOSES ONLY AS THIS IS A LEASE. (B-21RN1)
|_| Products of Collateral are also covered.
--------------------------------------------------------------------------------
Additional sheets presented.
-----
Filed with Office of Secretary of State of Illinois.
-----
Debtor is a transmitting utility as defined in Sec. UCC 9-105
-----
--------------------------------------------------------------------------------
PACKAGING CORPORATION OF AMERICA
By: /s/ [ILLEGIBLE]
-----------------------------
Signature of Debtor
(Secured Party)
NAME, AUTHORIZED SIGNER
/s/ ▇.▇. ▇▇▇▇▇▇
Signature of Debtor required in most cases;
Signature of Secured Party in Cases By UCC Sec. 9.402(2)
This form of financing statement is approved by the Secretary of State.
STANDARD FORM - UNIFORM COMMERCIAL CODE - FORM UCC-1 - REV. 1-76 ILJ-092794
LLR22C AMERICAN FINANCE GROUP 5/08/95 14:41:31 PAGE 1
UCC ATTACHMENT
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE: B-21RN1
MANUFACTURER MODEL TYPE SERIAL NUMBER STREET CITY ST COUNTY
----------------------------------------------------------------------------------------------
▇▇▇▇▇ GCX20 FORKLIFT GX230-2559-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2548-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2549-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2558-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
** END OF REPORT **
STATE OF OHIO UNIFORM COMMERCIAL CODE - FINANCING STATEMENT - UCC-1
This FINANCING STATEMENT is presented to a filing officer for filing pursuant to
the Uniform Commercial Code.
--------------------------------------------------------------------------------
1. Debtor(s) (Last Name First) and Address(es)
PACKAGING CORPORATION OF AMERICA
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
--------------------------------------------------------------------------------
2. Secured Party(ies) and Address(es)
AMERICAN FINANCE GROUP
EXCHANGE PLACE - 14TH FLOOR
BOSTON, MA 02109
--------------------------------------------------------------------------------
3. For Filing Officer
(Date, Time, Number, and Filing Office)
--------------------------------------------------------------------------------
4. This Financing statement covers the following types (or items) of property:
Collateral description on attachment (B-21RN1)
--------------------------------------------------------------------------------
5. Assignee(s) of Secured Party and Address(es)
--------------------------------------------------------------------------------
Check |X| if covered:
|_| Products of Collateral are also covered
No. of additional sheets presented: 1
--------------------------------------------------------------------------------
Filed with Secretary of State
--------------------------------------------------------------------------------
(USE WHICHEVER SIGNATURE LINE IS APPLICABLE)
PACKAGING CORPORATION OF AMERICA AMERICAN FINANCE GROUP
By: /s/ [ILLEGIBLE] By: /s/ ▇▇▇▇ ▇▇▇▇▇▇
------------------------------ ------------------------------------
Signature(s) of Debtor(s) Signature(s) of Secured Party(ies)
NAME, AUTHORIZED ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, AUTHORIZED SIGNER
▇.▇. ▇▇▇▇▇▇
STANDARD FORM - This form of financing statement is
UNIFORM COMMERCIAL CODE - UCC-1 approved by the Secretary of State
Revised, Eff. 1/1/79
OHJ-092794
ATTACHMENT TO OHIO UCC-1:
PACKAGING CORPORATION OF AMERICA (DEBTOR)
--------------------------------------------------------------------------------
ITEMS CONTINUED FROM FORM:
4. This financing statement covers the following property:
ALL LESSEE'S RIGHT, TITLE AND INTEREST IN AND TO THOSE ITEMS OF EQUIPMENT
LEASED BY DEBTOR, AS LESSEE, FROM SECURED PARTY, AS LESSOR, PURSUANT TO
THE RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE(S) AND TO THE MASTER LEASE
AGREEMENT DESCRIBED ON THE ATTACHED, INCLUDING ALL ADDITIONS,
REPLACEMENTS, ACCESSORIES, SUBSTITUTIONS AND IMPROVEMENTS THERETO, ALL
EXTENSIONS AND RENEWALS THEREOF, AND ALL PROCEEDS OF EACH OF THE
FOREGOING. THE EQUIPMENT IS LOCATED ON THE PREMISES OF THE LESSEE AT THE
ADDRESSES LISTED ON THE ATTACHED. THIS FILING IS FOR INFORMATIONAL
PURPOSES ONLY AS THIS IS A LEASE. (B-21RN1)
Page 1
LLR22C AMERICAN FINANCE GROUP 5/08/95 14:41:31 PAGE 1
UCC ATTACHMENT
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE: B-21RN1
MANUFACTURER MODEL TYPE SERIAL NUMBER STREET CITY ST COUNTY
----------------------------------------------------------------------------------------------
▇▇▇▇▇ GCX20 FORKLIFT GX230-2559-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2543-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2549-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2558-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
** END OF REPORT **
This FINANCING STATEMENT is presented to a filing officer for filing pursuant to
the Uniform Commercial Code.
--------------------------------------------------------------------------------
1. Debtor(s) (Last Name First) and Address(es)
PACKAGING CORPORATION OF AMERICA
▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
--------------------------------------------------------------------------------
2. Secured Party(ies) and Address(es)
AMERICAN FINANCE GROUP
EXCHANGE PLACE - 14TH FLOOR
BOSTON, MA 02109
--------------------------------------------------------------------------------
3. For Filing Officer
(Date, Time, Number, and Filing Office)
--------------------------------------------------------------------------------
4. This Financing Statement covers the following types (or items) of property:
Collateral description on attachment (B-21RN1)
--------------------------------------------------------------------------------
5. Assignee(s) of Secured Party and Address(es)
--------------------------------------------------------------------------------
Check |X| if covered.
|_| Products of Collateral are also covered
No. of additional sheets presented: 1
--------------------------------------------------------------------------------
Filed with ▇▇▇▇▇▇
--------------------------------------------------------------------------------
(USE WHICHEVER SIGNATURE LINE IS APPLICABLE)
PACKAGING CORPORATION OF AMERICA AMERICAN FINANCE GROUP
By: /s/ [ILLEGIBLE] By: /s/ ▇▇▇▇ ▇▇▇▇▇▇
------------------------------ ------------------------------------
Signature(s) of Debtor(s) Signature(s) of Secured Party(ies)
NAME, AUTHORIZED ▇▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇, AUTHORIZED SIGNER
▇.▇. ▇▇▇▇▇▇
STANDARD FORM - This form of financing statement is
UNIFORM COMMERCIAL CODE - UCC-1 approved by the Secretary of State
Revised, Eff. 1/1/79
OH1-092794
ATTACHMENT TO OHIO UCC-1:
PACKAGING CORPORATION OF AMERICA (DEBTOR)
ITEMS CONTINUED FROM FORM:
4. This financing statement covers the following property:
ALL LESSEE'S RIGHT, TITLE AND INTEREST IN AND TO THOSE ITEMS OF EQUIPMENT
LEASED BY DEBTOR, AS LESSEE, FROM SECURED PARTY, AS LESSOR, PURSUANT TO
THE RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE(S) AND TO THE MASTER LEASE
AGREEMENT DESCRIBED ON THE ATTACHED, INCLUDING ALL ADDITIONS,
REPLACEMENTS, ACCESSORIES, SUBSTITUTIONS AND IMPROVEMENTS THERETO, ALL
EXTENSIONS AND RENEWALS THEREOF, AND ALL PROCEEDS OF EACH OF THE
FOREGOING. THE EQUIPMENT IS LOCATED ON THE PREMISES OF THE LESSEE AT THE
ADDRESSES LISTED ON THE ATTACHED. THIS FILING IS FOR INFORMATIONAL
PURPOSES ONLY AS THIS IS A LEASE. (B-21RN1)
Page 1
LLR22C AMERICAN FINANCE GROUP 5/08/95 14:41:30 PAGE 1
UCC ATTACHMENT
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE: B-21RN1
MANUFACTURER MODEL TYPE SERIAL NUMBER STREET CITY ST COUNTY
----------------------------------------------------------------------------------------------
▇▇▇▇▇ GCX20 FORKLIFT GX230-2559-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2548-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2549-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
▇▇▇▇▇ GCX20 LPG FORKLIFT GX230-2558-7158 1824 BALTIMORE MIDDLETOWN OH ▇▇▇▇▇▇
** END OF REPORT **
RENEWAL RENTAL SCHEDULE CHECKLIST
LESSEE: PCA
---------------
R.S.: B-21
---------------
NEW R.S.: B-21RN1
---------------
1. Clean up UCC'S [check mark]
(create, continue, amend, etc.) -----------------
2. Original Titles [check mark]
-----------------
3. Input onto AS400 [check mark]
-----------------
4. Update Equity Owner [check mark]
-----------------
5. Create RN R.S. [check mark]
-----------------
6. Insurance Updated [check mark]
-----------------
7. Send Docs to Lessee [check mark]
-----------------
8. Activation Report [check mark]
-----------------
9. Stop Bill Form [check mark]
-----------------
10. Leveraged Transaction N/A
-----------------
Note returned N/A
-----------------
R.S. returned N/A
-----------------
UCC Terminations N/A
-----------------
LF&A SIGNOFF
GDO
-----------------
Note: Award Code for ATF may need to be created.
COMMENTS:
-----------------------------------------------------------------------
-----------------------------------------------------------------------
-----------------------------------------------------------------------
L2R13D AMERICAN FINANCE GROUP 5/05/95 10:41:20 PAGE 1
ASSET ACTIVITY REPORT
DATE OF REQUESTS 5/05/95
PREPARED BY: [ILLEGIBLE]
--------------
ASSET MGMT APPROVAL: GDO
---------------
TYPE OF TRANSACTION
(X) RENEWAL LEASE ( ) CASUALTY AT STIPULATED LOSS VALUE
( ) RELEASE TO NEW USER (EXISTING LESSEE) ( ) EARLY TERMINATION
( ) RELEASE TO NEW USER (NEW LESSEE) ( ) WAREHOUSE OF ASSETS
( ) SALE TO ORIGINAL USER ( ) OTHER
( ) SALE TO THIRD PARTY USER ---------------------------
PRIMARY TERM DATA
ORIGINAL LESSEE PACKAGING CORPORATION OF AMERICA
STREET ADDRESS 1 ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇, ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇
CONTACT NAME ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
PHONE NUMBER ▇▇▇-▇▇▇-▇▇▇▇ FAX NUMBER ▇▇▇-▇▇▇-▇▇▇▇
MASTER LEASE NUMBER 8707ILG313
LEASE DATE 7/01/1987
RENTAL SCHEDULE B-21
START DATE 7/01/1990
EXPIRATION DATE 6/30/1995
PAYMENT FREQUENCY M/ADV
LEASE RATE FACTOR .018300000
LENDER/LOAN NUMBER
EQUITY OWNER(S) 1054
100.000000000
NEW LESSEE OR BUYER
STREET ADDRESS ▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇, ▇▇▇▇▇, ZIP
CONTACT NAME
PHONE NUMBER FAX NUMBER
SALE TYPE BS LS OS RS
TAX EXEMPTION STATUS YES NO EXEMPTION NUMBER
SPECIAL ARRANGEMENTS WITH ▇▇▇▇▇▇/BUYER
------------------------------------------
------------------------------------------
------------------------------------------
DOCUMENTS TO BE ISSUED DATE
-------------------------------
L2R13D AMERICAN FINANCE GROUP 5/05/95 10:41:20 PAGE 2
ASSET ACTIVITY REPORT
I. EQUIPMENT SALE DATA (SEE ATTACHED EQUIPMENT AND PRICE LIST)
TOTAL SALE PRICE $
----------------------
OUTSTANDING RECEIVABLES DUE $
----------------------
TOTAL DUE $
----------------------
BROKERAGE FEE $
----------------------
STOP ▇▇▇▇/TERMINATE DATE
----------------------
SPECIAL TRANSACTION NOTES
-------------------------------------------------
-------------------------------------------------
II. RENEWAL OR RELEASE DATA (SEE ATTACHED EQUIPMENT LIST)
RENEWAL TERM One Year
----------------------
RENEWAL/RELEASE START DATE 9/1/95 EXPIRATION DATE 8/31/96
---------------------- ----------
PAYMENT FREQUENCY M/ADV Q/ADV S/ADV A/ADV M/ARR Q/ARR S/ARR A/ARR
STIPULATED LOSS VALUE $32,183.65 LRF/RENT $.0143707/925.-
---------------------- -----------------
NEW EQUIPMENT LOCATION Same
-------------------------------------------------
-------------------------------------------------
-------------------------------------------------
-------------------------------------------------
END OF LEASE OPTIONS Same
-------------------------------------------------
-------------------------------------------------
SPECIAL RETURN CONDITIONS Same
-------------------------------------------------
-------------------------------------------------
III. WAREHOUSE DATA (SEE ATTACHED EQUIPMENT LIST)
WAREHOUSE NAME
-------------------------------------------------
STREET ADDRESS 1
-------------------------------------------------
STREET ADDRESS 2
-------------------------------------------------
CITY, STATE, ZIP
-------------------------------------------------
WAREHOUSE COST $ PAYMENT INSTRUCTIONS
---------------------- ------
DATE WAREHOUSED STOP BILL DATE
---------------------- ------------
IV. BILLING DATA
CREDITS TO INVOICES
-------------------------------------------------
BILLING ISSUES
-------------------------------------------------
-------------------------------------------------
L2R14D AMERICAN FINANCE GROUP 5/05/95 10:41:25 PAGE 1
ASSET ACTIVITY REPORT - EQUIPMENT DESCRIPTION
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE: B-21
Asset Equipment Cost Serial Number Manufacturer Model Type Status ▇▇▇▇ ▇▇▇▇
---------------------------------------------------------------------------------------------------
0012992 16,076.94 GX230-2548-7158 ▇▇▇▇▇ GCX20 LPG FORKLIFT LEASE OH002
0012993 16,076.99 GX230-2549-7158 ▇▇▇▇▇ GCX20 LPG FORKLIFT LEASE OH002
0012994 16,097.80 GX230-2558-7158 ▇▇▇▇▇ GCX20 LPG FORKLIFT LEASE OH002
0012995 16,115.56 GX230-2559-7158 ▇▇▇▇▇ GCX20 FORKLIFT LEASE OH002
------------
64,367.29 Total for Location 1824 BALTIMORE MIDDLETOWN OH 45044 GEO 360171600
============
64,367.29 Total Equipment Cost
** END OF REPORT **
04/27/95
▇▇▇▇▇▇ ▇▇▇▇▇, ACCOUNT MANAGER
AMERICAN FINANCE GROUP
EXCHANGE PLACE,
BOSTON, MA 02109
PLEASE USE THIS LETTER AS AUTHORITY TO EXTEND THE LEASE ON RENTAL SCHEDULE B-21
FOR ONE YEAR. THIS WOULD BE EFFECTIVE FROM JULY 1, 1995 thru JUNE 30th, 1996.
120 days notification. Start date 9/1/95.
THIS LEASE COVERED (4) ▇▇▇▇▇ GCX20'S.
THE AMOUNT OF THE LEASE WOULD BE $ 925.00.
SINCERELY,
/s/ ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇
▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, MAINTENANCE SUPERVISOR
MIDDLETOWN CONTAINER PLANT
TELEPHONE ▇▇▇-▇▇▇-▇▇▇▇
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-23
This RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE, dated as of June 28,
1990, between American Finance Group, a Massachusetts general partnership and
successor in interest to American Finance Group, Inc. ("Lessor"), a
Massachusetts corporation and Packaging Corporation of America ("Lessee")
incorporates by reference the terms and conditions of Master Lease Agreement No.
8707ILG313 (the "Master Lease"). Lessor hereby leases to Lessee and Lessee
hereby leases from Lessor the following described items of Equipment for the
Lease Term and at the Basic Rent payable on the Payment Dates hereinafter set
forth, on the terms and conditions set forth in the Master Lease.
1. EQUIPMENT
Description
(Manufacturer,
Item Type, Model and Equipment Acceptance
No. Serial Number) Cost Location Date
---- --------------- --------- -------- ----------
VARIOUS FORKLIFTS AND EQUIPMENT AS MORE FULLY DESCRIBED
ON THE ATTACHED SCHEDULE A AND VENDOR INVOICES See Schedule A
GRAND TOTAL EQUIPMENT COST: $12,419.43
----------
BILL TO: Packaging Corporation of America
▇▇▇ ▇▇. ▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
2. LEASE TERM
The Lease Term is for an Interim Term commencing on the date of acceptance
of the Equipment for lease, as set in the attached Schedule A, and continuing
through and including June 30, 1990 and for a Primary Term of 60 months,
commencing on July 1, 1990 and continuing through and including the Expiration
Date of June 30, 1995.
3. BASIC RENT. PAYMENT DATES.
Interim Term Basic Rent is due and payable in full on the first day of the
Primary Term. Basic Rent for the Primary Term is due and payable in 60 payments
of $227.28 each commencing on July 1, 1990 and continuing monthly in advance
thereafter, through and including June 1, 1995.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-23
PAGE TWO
Interim Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Per Diem Lease Rate set forth below and multiplying the product by
the number of days in the Interim Term. Primary Term Basic Rent is computed by
multiplying the Total Equipment Cost by the Periodic Lease Rate set forth below.
Per Diem Lease Rate: .000610
Periodic Lease Rate: .018300
4. SPECIAL MAINTENANCE AND RETURN CONDITIONS. In furtherance, and not in
limitation of, the use, maintenance and return conditions for the Equipment set
forth in Sections 4 and 9 of the Master Lease, ▇▇▇▇▇▇ hereby agrees to return
the Equipment to Lessor in accordance with all of the terms and conditions of
the Master Lease and in compliance with the following special return conditions:
1. When loaded to its rated capacity, each Unit shall:
(a) Start under its own power and idle without water or fuel
leaks.
(b) Move through its normal speed ranges in both forward and
reverse, in normal operating manner.
(c) Steer normally right and left in both forward and reverse.
(d) Be able to stop with its service brakes within a safe
distance, in both forward and reverse.
(e) Lift, lower, and tilt normally with and without a load a
minimum of three (3) times. Carriage, lift chains and channel
assembly shall be in working condition, normal wear and tear
excepted.
(f) Electric trucks, if purchased with batteries, must be returned
with batteries that are capable of sustaining a charge that
will permit use of the equipment for an eight (8) hour shift.
(g) All motors shall operate without arcing and/or sparking.
2. Each Unit's attachment(s), if any, shall perform all of its required
functions, and each Unit's horn, parking brake, and lights shall be
operational.
3. The Units shall, on average, have tires with at least fifty percent
(50%) remaining tread.
4. Each Unit shall be complete with all originally-installed parts and
pieces.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-23
PAGE THREE
5. TAX INDEMNITY
Lessee acknowledges that this Rental Schedule and the Master Lease
Agreement has been entered into on the basis that Lessor shall be entitled for
federal and state income tax purposes (i) to claim the deductions for
depreciation on the total original cost of the Equipment pursuant to the
Accelerated Cost Recovery System under Section 168 of the Internal Revenue Code
of 1986, as amended ("Code") or for state income tax purposes, any other
depreciation deduction method that is permitted by certain state law; and (ii)
to claim under Section 163 of the Code a tax deduction for the full amount of
any interest paid by Lessor or accrued under ▇▇▇▇▇▇'s method of tax accounting
on any indebtedness secured by the Equipment (hereinafter referred to
collectively as the "Tax Benefits"). ▇▇▇▇▇▇ agrees to fully indemnify Lessor for
any loss, disallowance, unavailability or recapture of the Tax Benefits as a
result of any act, omission, misrepresentation or failure to act by Lessee, any
sublessee, or any other person authorized by the Lessee to use or maintain the
Equipment. If Lessor shall lose, shall not have the right to claim, or if there
shall be disallowed or recaptured, all or any portion of such Tax Benefits,
Lessee shall pay to Lessor as additional rent (a) an amount equal to the value,
determined at the highest marginal tax rate on a present value basis discounted
at the Lessor's then current cost of funds, of the Tax Benefits so disallowed or
made unavailable plus (b) all interest, penalties, or additions to tax resulting
from such loss, disallowance, unavailability or recapture of any of the
foregoing, plus (c) all taxes required to by paid by the Lessor, its successors,
assigns, or affiliates under any federal, state and local law upon receipt of
any of the indemnifications set forth in this Section.
6. ACCEPTANCE CERTIFICATE
Lessee hereby represents, warrants and certifies (a) that the Equipment
described herein has been delivered to and inspected and found satisfactory by
Lessee and is accepted for Lease by Lessee under this Rental Schedule and the
Master Lease as incorporated herein by reference, as of the Acceptance Date set
forth above; (b) all items of Equipment are new and unused as of the Acceptance
Date, except as otherwise specified above, and (c) the representations and
warranties of Lessee set forth in the Master Lease are true and correct as of
the date hereof.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-23
PAGE FOUR
7. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Rental Schedule and the Master Lease constitute the entire agreement
between Lessee and Lessor with respect to the leasing of the Equipment. To the
extent any of the terms and conditions set forth in this Rental Schedule
conflict with or are inconsistent with the Master Lease, this Rental Schedule
shall govern and control. No amendment, modification or waiver of this Rental
Schedule or the Master Lease will be effective unless evidenced by a writing
signed by the party to be charged. This Rental Schedule may be executed in
counterparts, all of which together shall constitute one and the same
instrument.
IN WITNESS WHEREOF the parties hereto have caused this Rental Schedule and
Acceptance Certificate to be executed and delivered by their duly authorized
representatives as of the date first above written.
AMERICAN FINANCE GROUP PACKAGING CORPORATION OF AMERICA
successor in interest to Lessee
AMERICAN FINANCE GROUP, INC.
Lessor
By /s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By /s/ ▇. ▇▇▇▇▇▇
----------------------------- -----------------------------------
Title Manager Title EXECUTIVE V.P.
-------------------------- --------------------------------
COUNTERPART NO. 1 OF 4 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS. TO THE
EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER THE UNIFORM
COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH THE TRANSFER AND
POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO. 1.
6/26/90 PACKAGING CORPORATION OF AMERICA Page 1
SCHEDULE A
Vendor name Invoice number Unit cost Serial Number Eqpt. Manufacturer Eqpt. Model
---------------------- -------------- --------- ------------- ------------------ -----------
Towlift 19321 11,235.00 5686481 Caterpillar T30D
Towlift 19322 1,184.43 W83579 Crown GPW
==========
TOTAL EQUIPMENT COST: $12,419.43
Eqpt. Type Street City State Zip Code Acceptance Date Rental schedule
---------- ------------ ------- ----- -------- --------------- ---------------
FORKLIFT ▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ 5/18/90 B-23
PALLET TRUC ▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ 5/18/90 B-23
PACKAGING CORPORATION OF AMERICA
EXHIBIT 1 TO RENTAL SCHEDULE B-23
CASUALTY VALUES
(Stated as Percentage of Equipment Cost)
AFTER AFTER
PRIMARY PRIMARY
TERM CASUALTY TERM CASUALTY
PAYMENT NO. VALUE PAYMENT NO. VALUE
----------- -------- ----------- --------
Prior to 1 112.00
1 111.32 31 86.05
2 110.63 32 85.02
3 109.93 33 83.98
4 109.22 34 82.92
5 108.51 35 81.85
6 107.78 36 80.77
7 107.04 37 79.67
8 106.30 38 78.55
9 105.54 39 77.43
10 104.77 40 76.28
11 103.99 41 75.12
12 103.21 42 73.95
13 102.41 43 72.76
14 101.60 44 71.55
15 100.78 45 70.33
16 99.95 46 69.09
17 99.10 47 67.83
18 98.25 48 66.56
19 97.39 49 65.27
20 96.51 50 63.97
21 95.62 51 62.64
22 94.72 52 61.30
23 93.81 53 59.94
24 92.88 54 58.56
25 91.94 55 57.17
26 91.00 56 55.75
27 90.03 57 54.32
28 89.06 58 52.87
29 88.07 59 51.40
30 87.07 60 50.00
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-30
This RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE, dated as of September 19,
1990, between American Finance Group, a Massachusetts general partnership and
successor in interest to American Finance Group, Inc. ("Lessor"), a
Massachusetts corporation and Packaging Corporation of America ("Lessee")
incorporates by reference the terms and conditions of Master Lease Agreement No.
8707ILG313 (the "Master Lease"). Lessor hereby leases to Lessee and Lessee
hereby leases from Lessor the following described items of Equipment for the
Lease Term and at the Basic Rent payable on the Payment Dates hereinafter set
forth, on the terms and conditions set forth in the Master Lease.
1. EQUIPMENT
Description
(Manufacturer,
Item Type, Model and Equipment Acceptance
No. Serial Number Cost Location Date
---- --------------- --------- -------- ----------
VARIOUS FORKLIFTS AND EQUIPMENT AS MORE FULLY DESCRIBED
ON THE ATTACHED SCHEDULE A AND VENDOR INVOICES See Schedule A
GRAND TOTAL EQUIPMENT COST: $36,832.00
----------
BILL TO: Packaging Corporation of America
▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
2. LEASE TERM
The Lease Term is for an Interim Term commencing on the date of acceptance
of the Equipment for lease, as set forth in the attached Schedule A, and
continuing through and including September 30, 1990 and for a Primary Term of 60
months, commencing on October 1, 1990 and continuing through and including the
Expiration Date of September 30, 1995.
3. BASIC RENT. PAYMENT DATES.
Interim Term Basic Rent is due and payable in full on the first day of the
Primary Term. Basic Rent for the Primary Term is due and payable in 60 payments
of $678.33 each commencing on October 1, 1990 and continuing monthly in advance
thereafter, through and including September 1, 1995.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-30
PAGE TWO
Interim Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Per Diem Lease Rate set forth below and multiplying the product by
the number of days in the Interim Term. Primary Term Basic Rent is computed by
multiplying the Total Equipment Cost by the Periodic Lease Rate set forth below.
Per Diem Lease Rate: .000614
Periodic Lease Rate: .018417
4. SPECIAL MAINTENANCE AND RETURN CONDITIONS. In furtherance, and not in
limitation of, the use, maintenance and return conditions for the Equipment set
forth in Sections 4 and 11 of the Master Lease, ▇▇▇▇▇▇ hereby agrees to return
the Equipment to Lessor in accordance with all of the terms and conditions of
the Master Lease and in compliance with the following special return conditions:
1. When loaded to its rated capacity, each Unit shall:
(a) Start under its own power and idle without water or fuel
leaks.
(b) Move through its normal speed ranges in both forward and
reverse, in normal operating manner.
(c) Steer normally right and left in both forward and reverse.
(d) Be able to stop with its service brakes within a safe
distance, in both forward and reverse.
(e) Lift, lower, and tilt normally with and without a load a
minimum of three (3) times. Carriage, lift chains and channel
assembly shall be in working condition, normal wear and tear
excepted.
(f) Electric trucks, if purchased with batteries, must be returned
with batteries that are capable of sustaining a charge that
will permit use of the equipment for an eight (8) hour shift.
(g) All motors shall operate without arcing and/or sparking.
2. Each Unit's attachment(s), if any, shall perform all of its required
functions, and each Unit's horn, parking brake, and lights shall be
operational.
3. The Units shall, on average, have tires with at least fifty percent
(50%) remaining tread.
4. Each Unit shall be complete with all originally-installed parts and
pieces.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-30
PAGE THREE
5. TAX INDEMNITY
Lessee acknowledges that this Rental Schedule and the Master Lease
Agreement has been entered into on the basis that Lessor shall be entitled for
federal and state income tax purposes (i) to claim the deductions for
depreciation on the total original cost of the Equipment pursuant to the
Accelerated Cost Recovery System under Section 168 of the Internal Revenue Code
of 1986, as amended ("Code") or for state income tax purposes, any other
depreciation deduction method that is permitted by certain state law; and (ii)
to claim under Section 163 of the Code a tax deduction for the full amount of
any interest paid by Lessor or accrued under ▇▇▇▇▇▇'s method of tax accounting
on any indebtedness secured by the Equipment (hereinafter referred to
collectively as the "Tax Benefits"). ▇▇▇▇▇▇ agrees to fully indemnify Lessor for
any loss, disallowance, unavailability or recapture of the Tax Benefits as a
result of any act, omission, misrepresentation or failure to act by Lessee, any
sublessee, or any other person authorized by the Lessee to use or maintain the
Equipment. If Lessor shall lose, shall not have the right to claim, or if there
shall be disallowed or recaptured, all or any portion of such Tax Benefits,
Lessee shall pay to Lessor as additional rent (a) an amount equal to the value,
determined at the highest marginal tax rate on a present value basis discounted
at the Lessor's then current cost of funds, of the Tax Benefits so disallowed or
made unavailable plus (b) all interest, penalties, or additions to tax resulting
from such loss, disallowance, unavailability or recapture of any of the
foregoing, plus (c) all taxes required to by paid by the Lessor, its successors,
assigns, or affiliates under any federal, state and local law upon receipt of
any of the indemnifications set forth in this Section.
6. ACCEPTANCE CERTIFICATE
Lessee hereby represents, warrants and certifies (a) that the Equipment
described herein has been delivered to and inspected and found satisfactory by
Lessee and is accepted for Lease by Lessee under this Rental Schedule and the
Master Lease as incorporated herein by reference, as of the Acceptance Date set
forth above; (b) all items of Equipment are new and unused as of the Acceptance
Date, except as otherwise specified above, and (c) the representations and
warranties of Lessee set forth in the Master Lease are true and correct as of
the date hereof.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-30
PAGE FOUR
7. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Rental Schedule and the Master Lease constitute the entire agreement
between Lessee and Lessor with respect to the leasing of the Equipment. To the
extent any of the terms and conditions set forth in this Rental Schedule
conflict with or are inconsistent with the Master Lease, this Rental Schedule
shall govern and control. No amendment, modification or waiver of this Rental
Schedule or the Master Lease will be effective unless evidenced by a writing
signed by the party to be charged. This Rental Schedule may be executed in
counterparts, all of which together shall constitute one and the same
instrument.
IN WITNESS WHEREOF the parties hereto have caused this Rental Schedule and
Acceptance Certificate to be executed and delivered by their duly authorized
representatives as of the date first above written.
AMERICAN FINANCE GROUP PACKAGING CORPORATION OF AMERICA
successor in interest to Lessee
AMERICAN FINANCE GROUP, INC.
Lessor
By /s/ ▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By /s/ ▇. ▇▇▇▇▇▇
----------------------------- -----------------------------------
Title Manager Title EXEC V.P.
-------------------------- --------------------------------
PACKAGING CORPORATION OF AMERICA
EXHIBIT 1 TO RENTAL SCHEDULE B-30
CASUALTY VALUES
(Stated as Percentage of Equipment Cost)
AFTER AFTER
PRIMARY PRIMARY
TERM CASUALTY TERM CASUALTY
PAYMENT NO. VALUE PAYMENT NO. VALUE
----------- -------- ----------- --------
Prior to 1 112.00
1 111.32 31 86.01
2 110.63 32 84.98
3 109.92 33 83.93
4 109.21 34 82.88
5 108.49 35 81.81
6 107.77 36 80.72
7 107.03 37 79.62
8 106.28 38 78.51
9 105.52 39 77.38
10 104.75 40 76.24
11 103.97 41 75.08
12 103.18 42 73.90
13 102.38 43 72.72
14 101.57 44 71.51
15 100.75 45 70.29
16 99.91 46 69.05
17 99.07 47 67.80
18 98.22 48 66.53
19 97.35 49 65.24
20 96.47 50 63.93
21 95.58 51 62.61
22 94.68 52 61.27
23 93.77 53 59.92
24 92.84 54 58.54
25 91.90 55 57.15
26 90.95 56 55.74
27 89.99 57 54.31
28 89.01 58 52.86
29 88.02 59 51.39
30 87.02 60 50.00
6/26/90 PACKAGING CORPORATION OF AMERICA Page 1
Vendor name Invoice number Unit cost Serial Number Eqpt. Manuf Eqpt. Model
---------------------- -------------- --------- ------------- ----------- -----------
Milwaukee Engine [ILLEGIBLE] 36,832.00 [ILLEGIBLE] Hyster [ILLEGIBLE]
==========
$36,832.00 = TOTAL EQUIPMENT COST PER RENTAL SCHEDULE
Eqpt. Type Street City State Zip Code Acceptance Date Rental schedule
---------- ------------ ------- ----- -------- --------------- ---------------
FORKLIFT ▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ 9/05/90 B-30
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-17
This RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE, dated as of March 16,
1990, between American Finance Group, a Massachusetts general partnership and
successor in interest to American Finance Group, Inc. ("Lessor"), a
Massachusetts corporation and Packaging Corporation of America ("Lessee")
incorporates by reference the terms and conditions of Master Lease Agreement No.
8707ILG313 (the "Master Lease"). Lessor hereby leases to Lessee and Lessee
hereby leases from Lessor the following described items of Equipment for the
Lease Term and at the Basic Rent payable on the Payment Dates hereinafter set
forth, on the terms and conditions set forth in the Master Lease.
1. EQUIPMENT
Description
(Manufacturer,
Item Type, Model and Equipment Acceptance
No. Serial Number) Cost Location Date
---- -------------- --------- -------- ----------
VARIOUS FORKLIFTS AND EQUIPMENT AS MORE FULLY DESCRIBED
ON THE ATTACHED SCHEDULE A AND INVOICES See Schedule A
GRAND TOTAL EQUIPMENT COST: $99,638.33
----------
BILL TO: Packaging Corporation of America
▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇, ▇▇ ▇▇▇▇▇
2. LEASE TERM
The Lease Term is for an Interim Term commencing on the date of acceptance
of the Equipment for lease, as set in the attached Schedule A, and continuing
through and including March 31, 1990 and for a Primary Term of 60 months,
commencing on April 1, 1990 and continuing through and including the Expiration
Date of March 31, 1995.
3. BASIC RENT. PAYMENT DATES.
Interim Term Basic Rent is due and payable in full on the first day of the
Primary Term. Basic Rent for the Primary Term is due and payable in 60 payments
of $1,823.38 each commencing on April 1, 1990 and continuing monthly in advance
thereafter, through and including March 1, 1995.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-17
PAGE TWO
Interim Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Per Diem Lease Rate set forth below and multiplying the product by
the number of days in the Interim Term. Primary Term Basic Rent is computed by
multiplying the Total Equipment Cost by the Periodic Lease Rate set forth below.
Per Diem Lease Rate: .000610
Periodic Lease Rate: .018300
4. SPECIAL MAINTENANCE AND RETURN CONDITIONS. In furtherance, and not in
limitation of, the use, maintenance and return conditions for the Equipment set
forth in Sections 4 and 9 of the Master Lease, ▇▇▇▇▇▇ hereby agrees to return
the Equipment to Lessor in accordance with all of the terms and conditions of
the Master Lease and in compliance with the following special return conditions:
1. When loaded to its rated capacity, each Unit shall:
(a) Start under its own power and idle without water or fuel
leaks.
(b) Move through its normal speed ranges in both forward and
reverse, in normal operating manner.
(c) Steer normally right and left in both forward and reverse.
(d) Be able to stop with its service brakes within a safe
distance, in both forward and reverse.
(e) Lift, lower, and tilt normally with and without a load a
minimum of three (3) times. Carriage, lift chains and channel
assembly shall be in working condition, normal wear and tear
excepted.
(f) Electric trucks, if purchased with batteries, must be returned
with batteries that are capable of sustaining a charge that
will permit use of the equipment for an eight (8) hour shift.
(g) All motors shall operate without arcing and/or sparking.
2. Each Unit's attachment(s), if any, shall perform all of its required
functions, and each Unit's horn, parking brake, and lights shall be
operational.
3. The Units shall, on average, have tires with at least fifty percent
(50%) remaining tread.
4. Each Unit shall be complete with all originally-installed parts and
pieces.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-17
PAGE THREE
5. TAX INDEMNITY
Lessee acknowledges that this Rental Schedule and the Master Lease
Agreement has been entered into on the basis that Lessor shall be entitled for
federal and state income tax purposes (i) to claim the deductions for
depreciation on the total original cost of the Equipment pursuant to the
Accelerated Cost Recovery System under Section 168 of the Internal Revenue Code
of 1986, as amended ("Code") or for state income tax purposes, any other
depreciation deduction method that is permitted by certain state law; and (ii)
to claim under Section 163 of the Code a tax deduction for the full amount of
any interest paid by Lessor or accrued under ▇▇▇▇▇▇'s method of tax accounting
on any indebtedness secured by the Equipment (hereinafter referred to
collectively as the "Tax Benefits"). ▇▇▇▇▇▇ agrees to fully indemnify Lessor for
any loss, disallowance, unavailability or recapture of the Tax Benefits as a
result of any act, omission, misrepresentation or failure to act by Lessee, any
sublessee, or any other person authorized by the Lessee to use or maintain the
Equipment. If Lessor shall lose, shall not have the right to claim, or if there
shall be disallowed or recaptured, all or any portion of such Tax Benefits,
Lessee shall pay to Lessor as additional rent (a) an amount equal to the value,
determined at the highest marginal tax rate on a present value basis discounted
at the Lessor's then current cost of funds, of the Tax Benefits so disallowed or
made unavailable plus (b) all interest, penalties, or additions to tax resulting
from such loss, disallowance, unavailability or recapture of any of the
foregoing, plus (c) all taxes required to by paid by the Lessor, its successors,
assigns, or affiliates under any federal, state and local law upon receipt of
any of the indemnifications set forth in this Section.
6. ACCEPTANCE CERTIFICATE
Lessee hereby represents, warrants and certifies (a) that the Equipment
described herein has been delivered to and inspected and found satisfactory by
Lessee and is accepted for Lease by Lessee under this Rental Schedule and the
Master Lease as incorporated herein by reference, as of the Acceptance Date set
forth above; (b) all items of Equipment are new and unused as of the Acceptance
Date, except as otherwise specified above, and (c) the representations and
warranties of Lessee set forth in the Master Lease are true and correct as of
the date hereof.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-17
PAGE FOUR
7. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Rental Schedule and the Master Lease constitute the entire agreement
between Lessee and Lessor with respect to the leasing of the Equipment. To the
extent any of the terms and conditions set forth in this Rental Schedule
conflict with or are inconsistent with the Master Lease, this Rental Schedule
shall govern and control. No amendment, modification or waiver of this Rental
Schedule or the Master Lease will be effective unless evidenced by a writing
signed by the party to be charged. This Rental Schedule may be executed in
counterparts, all of which together shall constitute one and the same
instrument.
IN WITNESS WHEREOF the parties hereto have caused this Rental Schedule and
Acceptance Certificate to be executed and delivered by their duly authorized
representatives as of the date first above written.
AMERICAN FINANCE GROUP PACKAGING CORPORATION OF AMERICA
successor in interest to Lessee
AMERICAN FINANCE GROUP, INC.
Lessor
By /s/ [ILLEGIBLE] By /s/ ▇. ▇▇▇▇▇▇
----------------------------- -----------------------------------
Title Vice President Title Sr. V.P.
-------------------------- --------------------------------
COUNTERPART NO. 1 OF 3 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS. TO THE
EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER THE UNIFORM
COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH THE TRANSFER AND
POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO. 1.
3/16/90 PACKAGING CORPORATION OF AMERICA Page 1
RENTAL SCHEDULE A-17
SCHEDULE A
Acceptance Date Vendor name Invoice number Unit cost Serial Number Eqpt. Manufacturer Eqpt. Model Eqpt. Type
--------------- ----------- -------------- --------- ------------- ------------------ ----------- ----------
11/28/89 Hyster Company 41092 49,801.19 D004V03269K Hyster S120XLS FORKLIFT
1/01/90 ▇▇▇▇▇▇ Equipment Co 65906/65907 16,612.38 485822 Yale GLC040 FORKLIFT
1/01/90 ▇▇▇▇▇▇ Equipment Co 65906/65907 16,612.38 485823 Yale GLC040 FORKLIFT
1/01/90 ▇▇▇▇▇▇ Equipment Co 65906/65907 16,612.38 485824 Yale GLC040 FORKLIFT
==========
Total Equipment Cost: $99,638.33
PACKAGING CORPORATION OF AMERICA
EXHIBIT 1 TO RENTAL SCHEDULE A-17
CASUALTY VALUES
(Stated as Percentage of Equipment Cost)
AFTER AFTER
PRIMARY PRIMARY
TERM CASUALTY TERM CASUALTY
PAYMENT NO. VALUE PAYMENT NO. VALUE
----------- -------- ----------- --------
Prior to 1 112.00
1 111.32 31 86.05
2 110.63 32 85.02
3 109.93 33 83.98
4 109.22 34 82.92
5 108.51 35 81.85
6 107.78 36 80.77
7 107.04 37 79.67
8 106.30 38 78.55
9 105.54 39 77.43
10 104.77 40 76.28
11 103.99 41 75.12
12 103.21 42 73.95
13 102.41 43 72.76
14 101.60 44 71.55
15 100.78 45 70.33
16 99.95 46 69.09
17 99.10 47 67.83
18 98.25 48 66.56
19 97.39 49 65.27
20 96.51 50 63.97
21 95.62 51 62.64
22 94.72 52 61.30
23 93.81 53 59.94
24 92.88 54 58.56
25 91.94 55 57.17
26 91.00 56 55.75
27 90.03 57 54.32
28 89.06 58 52.87
29 88.07 59 51.40
30 87.07 60 50.00
EXHIBIT 11
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-31
This RENTAL SCHEDULE AND ACCEPTANCE CERTIFICATE, dated as of December 19,
1990, between American Finance Group, a Massachusetts general partnership and
successor in interest to American Finance Group, Inc. ("Lessor"), a
Massachusetts corporation and Packaging Corporation of America ("Lessee")
Incorporates by reference the terms and conditions of Master Lease Agreement No.
8707ILG313 (the "Master Lease"). Lessor hereby leases to Lessee and Lessee
hereby leases from Lessor the following described items of Equipment for the
Lease Term and at the Basic Rent payable on the Payment Dates hereinafter set
forth, on the terms and conditions set forth in the Master Lease.
1. EQUIPMENT
Description
(Manufacturer,
Item Type, Model and Equipment Acceptance
No. Serial Number) Cost Location Date
---- --------------- --------- -------- ----------
VARIOUS FORKLIFTS AND EQUIPMENT AS MORE FULLY DESCRIBED
ON THE ATTACHED SCHEDULE A AND VENDOR INVOICES See Schedule A
GRAND TOTAL EQUIPMENT COST: $52,756.00
BILL TO: Packaging Corporation of America
1530 Fruitville Pk
Lancaster, PA 17601
2. LEASE TERM
The Lease Term is for an Interim Term commencing on the date of acceptance
of the Equipment for lease, as set forth in the attached Schedule A, and
continuing through and including December 31, 1990 and for a Primary Term of 60
months, commencing on January 1, 1991 and continuing through and including the
Expiration Date of December 31, 1995.
3. BASIC RENT. PAYMENT DATES.
Interim Term Basic Rent is due and payable in full on the first day of the
Primary Term. Basic Rent for the Primary Term is due and payable in 60 payments
of $947.68 each commencing on January 1, 1991 and continuing monthly in advance
thereafter, through and including December 1, 1995.
Interim Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Per Diem Lease Rate set forth below and multiplying the product by
the number of days in the Interim Term. Primary Term Basic Rent is computed by
multiplying the Total Equipment Cost by the Periodic Lease Rate set forth below.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-31
PAGE TWO
Per diem Lease Rate: .000599
Periodic Lease Rate: .01796341
4. SPECIAL MAINTENANCE AND RETURN CONDITIONS. In furtherance, and not in
limitation of, the use, maintenance and return conditions for the Equipment set
forth in Sections 4 and 11 of the Master Lease, ▇▇▇▇▇▇ hereby agrees to return
the Equipment to Lessor in accordance with all of the terms and conditions of
the Master Lease and in compliance with the following special return conditions:
1. When loaded to its rated capacity, each Unit shall:
(a) Start under its own power and idle without water or fuel
leaks.
(b) Move through its normal speed ranges in both forward and
reverse, in normal operating manner.
(c) Steer normally right and left in both forward and reverse.
(d) Be able to stop with its service brakes within a safe
distance, in both forward and reverse.
(e) Lift, lower, and tilt normally with and without a load a
minimum of three (3) times. Carriage, lift chains and channel
assembly shall be in working condition, normal wear and tear
excepted.
(f) Electric trucks, if purchased with batteries, must be returned
with batteries that are capable of sustaining a charge that
will permit use of the equipment for an eight (8) hour shift.
(g) All motors shall operate without arcing and/or sparking.
2. Each Unit's attachment(s), if any, shall perform all of its required
functions, and each Unit's horn, parking brake, and lights shall be
operational.
3. The Units shall, on average, have tires with at least fifty percent
(50%) remaining tread.
4. Each Unit shall be complete with all originally-installed parts and
pieces.
5. TAX INDEMNITY
▇▇▇▇▇▇ acknowledges that this Rental Schedule and the Master Lease
Agreement has been entered into on the basis that Lessor shall be entitled for
federal and state income tax purposes (i) to claim the deductions for
depreciation on the total original cost of the Equipment pursuant to the
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-31
PAGE THREE
Accelerated Cost Recovery System under Section 168 of the Internal Revenue Code
of 1986, as amended ("Code") or for state income tax purposes, any other
depreciation deduction method that is permitted by certain state law; and (ii)
to claim under Section 163 of the Code a tax deduction for the full amount of
any interest paid by Lessor or accrued under Lessor's method of tax accounting
on any indebtedness secured by the Equipment (hereinafter referred to
collectively as the "Tax Benefits"). ▇▇▇▇▇▇ agrees to fully indemnify Lessor for
any loss, disallowance, unavailability or recapture of the Tax Benefits as the
result of any act, omission, misrepresentation or failure to act by Lessee, any
sublessee, or any other person authorized by the Lessee to use or maintain the
Equipment. If Lessor shall lose, shall not have the right to claim, or if there
shall be disallowed or recaptured, all or any portion of such Tax Benefits,
Lessee shall pay to Lessor as additional rent (a) an amount equal to the value,
determined at the highest marginal tax rate on a present value basis discounted
at the Lessor's then current cost of funds, of the Tax Benefits so disallowed or
made unavailable plus (b) all interest, penalties, or additions to tax resulting
from such loss, disallowance, unavailability or recapture of any of the
foregoing, plus (c) all taxes required to by paid by the Lessor, its successors,
assigns, or affiliates under any federal, state and local law upon receipt of
any of the indemnifications set forth in this Section.
6. ACCEPTANCE CERTIFICATE
Lessee hereby represents, warrants and certifies (a) that the Equipment
described herein has been delivered to and inspected and found satisfactory by
Lessee and is accepted for Lease by Lessee under this Rental Schedule and the
Master Lease as incorporated herein by reference, as of the Acceptance Date set
forth above; (b) all items of Equipment are new and unused as of the Acceptance
Date, except as otherwise specified above, and (c) the representations and
warranties of Lessee set forth in the Master Lease are true and correct as of
the date hereof.
7. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Rental Schedule and the Master Lease constitute the entire agreement
between Lessee and Lessor with respect to the leasing of the Equipment. To the
Extent any of the terms and conditions set forth in this Rental Schedule
conflict with or are inconsistent with the Master Lease, this Rental Schedule
shall govern and control. No amendment, modification or waiver of this Rental
Schedule or the Master Lease will be effective unless evidenced by a writing
signed by the party to be charged. This Rental Schedule may be executed in
counterparts, all of which together shall constitute one and the same
Instrument.
RENTAL SCHEDULE
AND
ACCEPTANCE CERTIFICATE
NO. B-31
PAGE FOUR
IN WITNESS WHEREOF the parties hereto have caused this Rental Schedule and
Acceptance Certificate to be executed and delivered by their duly authorized
representatives as of the date first above written.
AMERICAN FINANCE GROUP PACKAGING CORPORATION OF AMERICA
successor in interest to Lessee
AMERICAN FINANCE GROUP, INC.
Lessor
By /s/ [ILLEGIBLE] By /s/ [ILLEGIBLE]
------------------------- ------------------------------
Title Manager Title
---------------------- ---------------------------
COUNTERPART NO 1 OF 4 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS. TO THE
EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER THE UNIFORM
COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH THE TRANSFER AND
POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO. 1.
12/19/90 PACKAGING CORPORATION SCHEDULE A Page 1
Vendor name Invoice number Unit cost Serial Number Eqpt. Manufacturer Eqpt. Model Eqpt. Type
----------------- -------------- ---------- ------------- ------------------ ----------- ----------
United Lift Truck 41947 52,756.00 D094V807SL Hyster S12CXL FORKLIFT
==========
$52,756.00 : TOTAL PER SCHEDULE
Street City State Zip Code Acceptance Date
------------------ --------- ----- -------- ---------------
1530 Fruitville Pk Lancaster PA 17601 10/10/90
PACKAGING CORPORATION
EXHIBIT ONE
RENTAL SCHEDULE B-31
(Stated as Percentage of Equipment Cost)
AFTER
PRIMARY
TERM CASUALTY
PAYMENT NO. VALUE
----------- --------
Prior to 1 112.00
1 111.37
2 110.74
3 110.09
4 109.44
5 108.78
6 108.11
7 107.43
8 106.75
9 106.05
10 105.34
11 104.63
12 103.90
13 103.17
14 102.42
15 101.67
16 100.90
17 100.13
18 99.34
19 98.54
20 97.74
21 96.92
22 96.09
23 95.25
24 94.40
25 93.54
26 92.67
27 91.78
28 90.88
29 89.97
30 89.05
PACKAGING CORPORATION
EXHIBIT ONE
RENTAL SCHEDULE B-31
(Stated as Percentage of Equipment Cost)
AFTER
PRIMARY
TERM CASUALTY
PAYMENT NO. VALUE
----------- --------
31 88.12
32 87.17
33 86.22
34 85.24
35 84.26
36 83.26
37 82.25
38 81.23
39 80.19
40 79.14
41 78.07
42 76.99
43 75.90
44 74.79
45 73.67
46 72.53
47 71.38
48 70.21
49 69.02
50 67.82
51 66.61
52 65.38
53 64.13
54 62.86
55 62.58
56 60.28
57 58.97
58 57.63
59 56.28
60 55.00
EXHIBIT 12
RENEWAL RENTAL SCHEDULE NO. B-34RN1 (the "Renewal Rental Schedule")
DATED AS OF FEBRUARY 7, 1996
TO MASTER LEASE AGREEMENT NO. 8707ILG313 (the "Master Lease")
DATED AS OF JULY 1, 1987
LESSOR LESSEE
AMERICAN INCOME PARTNERS V-D PACKAGING CORPORATION OF AMERICA
LIMITED PARTNERSHIP ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
c/o AMERICAN FINANCE GROUP EVANSTON, IL ▇▇▇▇▇
▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇
1. LEASE TERM. PAYMENT DATES.
This Renewal Rental Schedule, between American Finance Group, as lessor,
▇▇▇▇▇▇'s interest therein having been previously sold and assigned to the
above-referenced Lessor and Lessee incorporates by reference the terms and
conditions of the Master Lease. Lessor hereby leases to Lessee and Lessee hereby
leases from Lessor those items of Equipment described on the attached Schedule
B, for the Renewal Lease Term and at the Renewal Term Basic Rent payable on the
Payment Dates hereinafter set forth on the attached Schedule A, on the terms and
conditions set forth in the Master Lease.
2. BASIC RENT.
Renewal Term Basic Rent is computed by multiplying the Total Equipment
Cost by the Renewal Lease Rate set forth on the attached Schedule A.
3. STIPULATED LOSS VALUE.
Notwithstanding the provision of the Master Lease, the Stipulated Loss
Value for the Equipment during the Renewal Lease Term shall be equal to
$9,442.40.
4. ENTIRE AGREEMENT. MODIFICATION AND WAIVERS. EXECUTION IN COUNTERPARTS.
This Renewal Rental Schedule and the Master Lease constitute the entire
agreement between Lessee and Lessor with respect to the leasing of the
Equipment. Lessee hereby represents, warrants and certifies that the
representations and warranties of Lessee set forth in the Master Lease are true
and correct as of the date hereof. Capitalized terms not defined herein shall
have the meanings assigned to them in the Master Lease. To the extent any of the
terms and conditions set forth in this Renewal Rental Schedule conflict with or
are inconsistent with the Master Lease, this Renewal Rental Schedule shall
govern and control. No amendment, modification or waiver of this Renewal Rental
Schedule or the Master Lease will be effective unless evidenced by a writing
signed by the party to be charged. This Renewal Rental Schedule may be executed
in counterparts, all of which together shall constitute one and the same
instrument.
RENEWAL RENTAL SCHEDULE NO. B-34RN1
PAGE TWO
The undersigned, being the duly authorized representative of the Lessee, hereby
certifies that the items of Equipment described on the attached Schedule B have
been duly delivered to the Lessee in good order and duly inspected and accepted
by the Lessee as conforming in all respects with the requirements and provisions
of the Master Lease, as of the Renewal Term Commencement Date stated on the
attached Schedule A.
AMERICAN INCOME PARTNERS V-D PACKAGING CORPORATION OF AMERICA
LIMITED PARTNERSHIP Lessee
Lessor
By: AFG Leasing IV Incorporated
Title: General Partner
By: /s/ Gail [Illegible] By: /s/ [Illegible]
---------------------------- ------------------------------
Title: Manager Title: Dir. Of Purchasing
------------------------- ---------------------------
Date: 3/15/96 Date: 3/5/96
-------------------------- ----------------------------
COUNTERPART NO. 1 OF 2 SERIALLY NUMBERED MANUALLY EXECUTED COUNTERPARTS.
TO THE EXTENT IF ANY THAT THIS DOCUMENT CONSTITUTES CHATTEL PAPER UNDER
THE UNIFORM COMMERCIAL CODE, NO SECURITY INTEREST MAY BE CREATED THROUGH
THE TRANSFER AND POSSESSION OF ANY COUNTERPART OTHER THAN COUNTERPART NO. 1
LLR40D-01 AMERICAN FINANCE GROUP
Schedule A - Rental Schedule Economics
LESSEE: PACKAGING CORPORATION OF AMERICA
LESSOR: AMERICAN FINANCE GROUP, INC.
RENTAL SCHEDULE: B-34RN1
LEASE TERM (months): 12
PRIMARY START DATE: 4/01/1996
LEASE EXPIRATION DATE: 3/31/1997
PAYMENT FREQUENCY: MONTHLY
ADVANCE/ARREARS: ADVANCE
LEASE RATE: .016309400
PER DIEM LEASE RATE: .000543647
PERIODIC RENT: $280.00
NUMBER OF PAYMENTS: 12
TOTAL INTERIM RENT: $.00
PAYMENT COMMENCEMENT DATE: 4/01/1996
TOTAL EQUIPMENT COST: $17,168.00
DOCUMENTATION FEE:
-------------------
/s/ [Illegible] LESSEE INITIALS
---------------------
LESSOR INITIALS
---------------------
ATF#: PCA-AIP
L2R13D AMERICAN FINANCE GROUP 2/06/96 9:21:22 PAGE 1
ASSET ACTIVITY CHECKLIST REPORT
PREPARED BY: ▇▇▇▇▇▇ ▇▇▇▇▇
APPROVALS: /s/ [Illegible] /
----------------- -------------------
TYPE OF TRANSACTION
(X) RENEWAL LEASE ( ) CASUALTY AT STIPULATED LOSS VALUE
( ) SALE TO ORIGINAL USER ( ) EARLY TERMINATION
( ) SALE TO THIRD PARTY USER ( ) WAREHOUSE OF ASSETS
( ) OTHER
--------------------------
PRIMARY TERM DATA
ORIGINAL LESSEE PACKAGING CORPORATION OF AMERICA
STREET ADDRESS 1 ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇, ▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇
CONTACT NAME ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇
PHONE NUMBER ▇▇▇-▇▇▇-▇▇▇▇ FAX NUMBER ▇▇▇-▇▇▇-▇▇▇▇
MASTER LEASE NUMBER 8707ILG313
LEASE DATE 7/01/1987
RENTAL SCHEDULE B-34
START DATE 1/01/1991
EXPIRATION DATE 12/31/1995
PAYMENT FREQUENCY M/ADV
LEASE RATE FACTOR .017963410
ASSUMED DEBT RATE 9.2000
TREASURY RATE 7.70
LENDER/LOAN NUMBER
EQUITY OWNER(S) 1054
100.000000000
1 (/s/ [Illegible]) ORIGINAL TITLES 3 (X) STOP BILL FORM
2 ( ) PRODUCE IRR REPORT 4 (N/A) COLLATERAL DOCS REQUESTED
I. WAREHOUSE DATA (SEE ATTACHED EQUIPMENT LIST)
WAREHOUSE COST $__________________
DATE WAREHOUSED STOP ▇▇▇▇ ▇▇▇▇
------------------ ---------------
L2R13D AMERICAN FINANCE GROUP 2/06/96 9:21:22 PAGE 2
ASSET ACTIVITY CHECKLIST REPORT
II. EQUIPMENT SALE DATA (SEE ATTACHED EQUIPMENT AND PRICE LIST)
NEW LESSEE OR BUYER
STREET ADDRESS ▇
▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇
▇▇▇▇, ▇▇▇▇▇, ZIP
CONTACT NAME
PHONE NUMBER FAX NUMBER
SALE TYPE BS LS OS RS
TAX EXEMPTION STATUS YES NO EXEMPTION NUMBER
TOTAL SALE PRICE $__________________ BROKERAGE FEE $__________________
SALE DATE/STOP BILL DATE __________________
1 ( ) CREATE MEMO CODE 6 ( ) CHANGE MEMO CODE
2 ( ) AS/400 INPUT 7 ( ) REMOVE RS COUNTERPART
3 ( ) MISCELLANEOUS INVOICE IF ALL ASSETS ARE SOLD
4 ( ) PRODUCE DOCUMENTS/SEND TO BUYER 8 ( ) PREP FOR SCANNING
5 ( ) RECEIPT OF PAYMENT 9 ( ) FINAL DOCUMENTS TO BUYER
III. [Circled] RENEWAL DATA (ATF MAY NEED TO BE CREATED)
NEW RENTAL SCHEDULE B-34RN1 TERM One Year
--------------- ----------------
START DATE 5/1/96 EXPIRATION DATE 4/30/97
--------------- ----------------
PAYMENT FREQUENCY M/ADV [Circled] Q/ADV S/ADV A/ADV M/ARR
Q/ARR S/ARR A/ARR
STIPULATED LOSS VALUE $ 9,442.40 LRF/RENT $ .0163094280
--------------- ----------------
SEND DOCUMENTS TO LESSEE END OF LEASE OPTIONS Some
--------------- ----------------
1 (X) AS/400 INPUT 5 (X) ACTIVATION REPORT
2 (X) UPDATE EQUITY OWNER 6 (X) PREP FOR SCANNING
3 (X) PRODUCE DOCUMENTS/SEND TO LESSEE 2/7/96 7 (X) FINAL DOCUMENTS TO LESSEE
4 (X) REQUEST UPDATED INSURANCE
IV. NOTES, COMMENTS AND OTHER INFORMATION
------------------------------------------------------------
------------------------------------------------------------
L2R14D AMERICAN FINANCE GROUP 2/06/96 9:21:24 PAGE 1
ASSET ACTIVITY REPORT - EQUIPMENT DESCRIPTION
LESSEE: PACKAGING CORPORATION OF AMERICA
RENTAL SCHEDULE: B-34
Asset Equipment Cost Serial Number Manufacturer Model Type Status ▇▇▇▇ ▇▇▇▇
-----------------------------------------------------------------------------------------------------------------------
0013001 17,168.00 A187V13971K HYSTER S50XL FORKLIFT LEASE PA001
-------------
17,168.00 Total for Location ▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇ CODE PA002
-------------
-------------
17,168.00 Total Equipment Cost
** END OF REPORT **