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EXHIBIT 4(b)(3)
LEASE SUPPLEMENT XX. 0
(XXX XXXXX XX. 0000-X) (L-15)
This Lease Supplement No. 1, dated March 30, 1998 between Wilmington
Trust Company, a Delaware banking corporation, not in its individual capacity,
but solely as Owner Trustee under the Trust Agreement ("Lessor"), and Union Tank
Car Company, a Delaware corporation ("Lessee");
Witnesseth:
Lessor and Lessee have heretofore entered into that certain Equipment
Lease Agreement (UTC Trust No. 1998-A) (L-15) dated March 30, 1998 (the
"Lease"). The terms used herein are used with the meanings specified in the
Lease.
The Lease provides for the execution and delivery of one or more Lease
Supplements substantially in the form hereof for, among other things, the
purpose of particularly describing all or a portion of the Units of Equipment to
be leased to Lessee under the Lease.
Now, Therefore, in consideration of the premises and other good and
sufficient consideration, and pursuant to Section 2 of the Lease, Lessor and
Lessee hereby agree as follows:
1. Lessor hereby delivers and leases to Lessee, and Lessee hereby
accepts and leases from Lessor, under the Lease as herein supplemented, the
Units described in Schedule 1 hereto.
2. All of the terms and provisions of the Lease are hereby
incorporated by reference in this Lease Supplement to the same extent as if
fully set forth herein.
3. To the extent that this Lease Supplement constitutes chattel paper
(as such term is defined in the Uniform Commercial Code) no security interest in
this Lease Supplement may be created through the transfer or possession of any
counterpart hereof other than the counterpart bearing the receipt therefor
executed by the Indenture Trustee on the signature page hereof, which
counterpart shall constitute the only "original" hereof for purposes of the
Uniform Commercial Code.
4. This Lease Supplement shall be governed by and construed in
accordance with the internal laws and decisions of the State of Illinois;
provided, however, that the parties shall be entitled to all rights conferred by
any applicable Federal statute, rule or regulation.
5. This Lease Supplement may be executed in any number of
counterparts, each executed counterpart constituting an original but all
together one and the same instrument.
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IN WITNESS WHEREOF, Lessor and Lessee have caused this Lease Supplement
to be duly executed on the day and year first above written and to be delivered
on the date first above written.
WILMINGTON TRUST COMPANY, not in its
individual capacity, but solely as Owner Trustee
under the Trust Agreement
By: /s/ Xxxxxxxx X. Xxxxx
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Name: Xxxxxxxx X. Xxxxx
Title: Financial Services Officer
UNION TANK CAR COMPANY
By: /s/ Xxxx Xxxxxxxx
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Name: Xxxx Xxxxxxxx
Title: Vice President
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State of Delaware )
) SS
County of New Castle )
On this 24th day of March, 1998, before me personally appeared Xxxxxxxx
X. Xxxxx, to me personally known, who being by me duly sworn, say that she is
Financial Services Officer of Wilmington Trust Company, that said instrument was
signed on such date on behalf of said corporation solely in its capacity as
Owner Trustee under the Trust Agreement referred to in said instrument, and she
acknowledged that the execution of the foregoing instrument was the free act and
deed of said corporation in such capacity.
/s/ Xxxxxxxx Xxxxxx
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Notary Public
[Notarial Seal]
My commission expires: August 22, 2000
State of Illinois )
) SS
County of Xxxx )
On this 25th day of March, 1998, before me personally appeared Xxxx
Xxxxxxxx, to me personally known, who being by me duly sworn, say that he is
Vice President of Union Tank Car Company, that said instrument was signed on
such date on behalf of said corporation by authority of its Board of Directors,
and he acknowledged that the execution of the foregoing instrument was the free
act and deed of said corporation.
/s/ Xxxxx X. Xxxxxxx
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Notary Public
[Notarial Seal]
My commission expires: May 20, 2000
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