AMENDMENT NO.
TO LIMITED RECOURSE AGREEMENT
This Amendment No. 2 is entered into as of July 24, 1997, between TRANS
LEASING INTERNATIONAL, INC., a Delaware corporation (the "Company"), and FIRST
UNION NATIONAL BANK OF NORTH CAROLINA ("First Union").
The parties hereto are the parties to a Limited Recourse Agreement, dated
as of January 21, 1997 (the "Recourse Agreement"), and desire to increase the
maximum amount that the Company shall be required to pay or contribute to TL
Lease Funding Corp. IV, a Delaware corporation, thereunder from $4,250,000 to
$6,250,000. All capitalized terms used herein shall have the same meanings as in
the Recourse Agreement.
NOW THEREFORE, in consideration of the foregoing premises and the
agreements hereinafter set forth, and for the good and valuable consideration
the receipt and sufficiency of which is hereby acknowledged, the parties hereto
agree as follows:
1. Amendment. As of the date hereof, Recital C of the Recourse Agreement is
hereby amended by substituting the figure $6,250,000 for the figure $4,250,000
therein, and the proviso in the first paragraph of Section 2 of the Recourse
Agreement is hereby amended by substituting the figure $6,250,000 for the figure
$4,250,000 therein.
2. No Further Amendment. Except as set forth above, the Recourse Agreement
shall continue in full force and effect without modification.
3. Amendment To Credit Agreement. The Company hereby acknowledges the
execution and delivery of Amendment No. 2, dated as of July 24, 1997, to the
Revolving Credit and Term Loan and Security Agreement, dated as of December 20,
1996, each between TL Lease Funding Corp. IV and First Union, and hereby agrees
that such amendment shall not affect the obligations of the Company under the
Recourse Agreement except as provided herein.
IN WITNESS WHEREOF, the parties have caused this Amendment to be executed
by their respective officers thereunto duly authorized as of the date first
written above.
TRANS LEASING INTERNATIONAL, INC.
By:_____________________________________
Title:
FIRST UNION NATIONAL BANK OF NORTH
CAROLINA
By:_____________________________________
Title:
