0000891092-05-002512 Sample Contracts

LEASE SCHEDULE SCHEDULE NUMBER 001
Lease Agreement • December 14th, 2005 • Duckwall Alco Stores Inc • Retail-variety stores
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STAGED CERTIFICATE OF ACCEPTANCE
Duckwall Alco Stores Inc • December 14th, 2005 • Retail-variety stores

Staged Certificate of Acceptance No. 01 to Progress Payment Agreement Rider to Lease Schedule No. 001, between General Electric Capital Corporation (Lessor) and Duckwall-Alco Stores, Inc. (Lessee).

AMENDMENT NO. 1 TO MASTER LEASE AGREEMENT
Master Lease Agreement • December 14th, 2005 • Duckwall Alco Stores Inc • Retail-variety stores

THIS AMENDMENT NO. 1 TO MASTER LEASE AGREEMENT is made as of the 9th day of November, 2005 by and between GENERAL ELECTRIC CAPITAL CORPORATION (“Lessor”) and DUCKWALL-ALCO STORES, INC. (the “Lessee”).

AGENCY AGREEMENT
Agency Agreement • December 14th, 2005 • Duckwall Alco Stores Inc • Retail-variety stores

THIS AGENCY AGREEMENT, dated November 9, 2005 (“Agreement”), between General Electric Capital Corporation, a Delaware corporation (together with its successors and assigns, if any, “Lessor”), and Duckwall-Alco Stores, Inc., a Kansas corporation (the “Company”). Capitalized terms not defined herein shall have the meanings assigned to them in the Lease (as that term is defined below).

CROSS-COLLATERAL AND CROSS-DEFAULT AGREEMENT
Collateral and Cross-Default Agreement • December 14th, 2005 • Duckwall Alco Stores Inc • Retail-variety stores

You (and/or your affiliates, successors or assigns, “you”) have entered into or purchased one or more conditional sale contracts, lease agreements, chattel mortgages, security agreements, notes and other choses in action (herein designated “Accounts”) arising from the bona fide sale or lease to us, by various vendors or lessors, of equipment and inventory (herein designated “Collateral”) and/or you have made direct loans to or otherwise extended credit to us evidenced by Accounts creating security interests in Collateral. This agreement does not include real estate pledged as collateral to GE Commercial Finance Business Property Corporation.

MASTER LEASE AGREEMENT NUMBER 4168852 DATED November 9, 2005
Master Lease Agreement • December 14th, 2005 • Duckwall Alco Stores Inc • Retail-variety stores

This MASTER LEASE AGREEMENT (“Lease Agreement”), made as of the above date, is entered into by and between GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (together with its successors and assigns, “Lessor”), having a place of business at 44 Old Ridgebury Road, Danbury, CT 06810, and the Lessee named above (“Lessee”), having its principal place of business at the address set forth above.

Contract
Progress Payment Agreement • December 14th, 2005 • Duckwall Alco Stores Inc • Retail-variety stores

PROGRESS PAYMENT AGREEMENT RIDER FOR SOFTWARE AND IMPLEMENTATION SERVICES RELATED TO THE DUCKWALL POS INSTALLATION

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