PLM Equipment Growth Fund Iii Sample Contracts

SECOND AMENDMENT TO THE AMENDED AND RESTATED LIMITED PARTNERSHIP AGREEMENT OF PLM EQUIPMENT GROWTH FUND III
Limited Partnership Agreement • August 8th, 1997 • PLM Equipment Growth Fund Iii • Water transportation
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AMENDED AND RESTATED WAREHOUSING CREDIT AGREEMENT
Warehousing Credit Agreement • November 13th, 1995 • PLM Equipment Growth Fund Iii • Services-equipment rental & leasing, nec • North Carolina
PURCHASE AGREEMENT dated as of December 31, 2003 between PLM TRANSPORTATION EQUIPMENT CORPORATION and PLM FINANCIAL SERVICES, INC., not in its individual capacity but solely as liquidating trustee for PLM Equipment Growth Fund II Liquidating Trust and...
Purchase Agreement • January 8th, 2004 • PLM Equipment Growth Fund Iii • Water transportation

THIS PURCHASE AGREEMENT , dated as of December 31, 2003 (this " Purchase Agreement "), is between PLM TRANSPORTATION EQUIPMENT CORPORATION , a California corporation (" PTEC "), PLM FINANCIAL SERVICES, INC., a Delaware corporation, not in its individual capacity but solely as liquidating trustee for the PLM Equipment Growth Fund II Liquidating Trust (" Trust II ") and the PLM Equipment Growth Fund III Liquidating Trust (" Trust III ") (collectively, the " Trusts "), having an address at c/o Equis Financial Group, 200 Nyala Farms, Westport, CT 06880 (" Seller "), and Cypress Equipment Fund V, LLC, a California limited liability company (" Purchaser ").

RESIDUAL SHARING AGREEMENT AMENDMENT
Residual Sharing Agreement • January 8th, 2004 • PLM Equipment Growth Fund Iii • Water transportation • New York

THIS RESIDUAL SHARING AGREEMENT AMENDMENT (the "Amendment") is made and is effective as of December 31, 2003 by and among PLM Financial Services, Inc., a Delaware corporation, not in its individual capacity but solely as liquidating trustee for the PLM Equipment Growth Fund III Liquidating Trust ("Seller"), Transportation Equipment-PLM, LLC, a Delaware limited liability company ("Manager"), and Patriot Railcar Holdings I, LLC, a Delaware limited liability company ("Owner"). Capitalized terms used without definitions herein have the meanings ascribed to them in the Residual Sharing Agreement and/or the other Transaction Documents.

RAIL CAR PURCHASE AND SALE AGREEMENT
Rail Car Purchase and Sale Agreement • June 5th, 2003 • PLM Equipment Growth Fund Iii • Water transportation • New York

THIS RAIL CAR PURCHASE AND SALE AGREEMENT (this “Agreement”) dated as of May 29, 2003, by and between PLM FINANCIAL SERVICES, INC., a Delaware corporation, not in its individual capacity but solely as liquidating trustee for the PLM Equipment Growth Fund III Liquidating Trust, having an address at c/o Equis Financial Group, 200 Nyala Farms, Westport, CT 06880 (“Seller”), and PATRIOT RAILCAR HOLDINGS I, LLC, a Delaware limited liability company, having an address at 28 Thorndal Circle, Darien, Connecticut 06820 (“Purchaser”).

RECITALS -------- WHEREAS, the Trustee and the Assignor are parties to a Liquidating Trust Agreement dated as of the date hereof (the "Agreement"), pursuant to which the Assignor has created the Liquidating Trust and engaged the Trustee as trustee to...
Bill of Sale, Assignment, Acceptance and Assumption Agreement • March 28th, 2003 • PLM Equipment Growth Fund Iii • Water transportation

This BILL OF SALE, ASSIGNMENT, ACCEPTANCE AND ASSUMPTION AGREEMENT, made, executed and entered into as of December 31, 2002, by and among PLM Equipment Growth Fund III, a California limited partnership (the "Assignor"), and PLM Financial Services, Inc. a Delaware corporation, not in its individual capacity or in its capacity as the general partner of the Assignor, but solely as trustee (the "Trustee") of the PLM Equipment Growth Fund III Liquidating Trust (the ------- "Liquidating Trust"). ---------------

RESIDUAL SHARING AGREEMENT
Residual Sharing Agreement • June 5th, 2003 • PLM Equipment Growth Fund Iii • Water transportation • New York

THIS RESIDUAL SHARING AGREEMENT (the “Agreement”) is made as of May 29, 2003 by and among PLM Financial Services, Inc., a Delaware corporation, not in its individual capacity but solely as liquidating trustee for the PLM Equipment Growth Fund III Liquidating Trust (“Seller”), Transportation Equipment-PLM, LLC, a Delaware limited liability company (“Manager”), and Patriot Railcar Holdings I, LLC, a Delaware limited liability company (“Owner”).

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