10000001890

Robert J.
Reagan
William Thomas McLain
REAGAN McLAIN LEE & HATCH, LLP
6060 North Central Expressway
Suite 690
Dallas, Texas 75206
(214) 691-6622
(214) 691-2984 (telecopy)
Attorneys for PACCAR Financial Corp.
UNITED STATES BANKRUPTCY COURT
WESTERN DISTRICT OF TEXAS
SAN ANTONIO DIVISION
IN RE:
DELTA PRODUCE, L.P., CASE NO. 12-50073-LMC-11
Debtor.
Motion of PACCAR Financial Corp. for Relief from Automatic Stay
PACCAR Financial Corp. (hereinafter referred to as PFC), in accordance with 362(d)
of the Bankruptcy Code, Bankruptcy Rule 4001, and Local Bankruptcy Rule 4001, files its Motion
for Relief from Automatic Stay and respectfully states:
NOTICE
THIS PLEADING REQUESTS RELIEF THAT MAY BE ADVERSE TO YOUR
INTERESTS.
IF NO TIMELY RESPONSE IS FILED WITHIN FOURTEEN (14) DAYS FROM THE
DATE OF SERVICE, THE RELIEF REQUESTED HEREIN MAY BE GRANTED
WITHOUT A HEARING BEING HELD.
A TIMELY FILED RESPONSE IS NECESSARY FOR A HEARING TO BE HELD.
Motion for Relief from Automatic Stay - Page 1
12-50073-lmc Doc#24 Filed 01/19/12 Entered 01/19/12 08:50:45 Main Document Pg 1 of 5
Factual Background
1. The Debtor, Delta Produce, L.P. (hereinafter referred to as the Debtor), filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy Code thereby commencing this case
on January 3, 2012.
2. PFC is the owner and holder of eight (8) separate SECURITY AGREEMENT
RETAIL INSTALLMENT CONTRACTS all signed between August 24, 2010 and October 19, 2011
by Scott Jensen in his capacity as President of the Debtor, as BUYER (hereinafter referred to
collectively as the Contracts). True and correct copies of the Contracts are attached hereto as
Exhibits A through H and are incorporated by reference herein for all purposes.
3. The Debtors indebtedness to PFC under the Contracts is cross-collateralized; and it
is secured by properly perfected first lien security interests in three (3) 2011 Kenworth Model T660
Truck/Tractors, Vehicle Identification Numbers 1XKAD49X9BJ289722, 1XKAD49X0BJ289723,
and 1XKAD49X7BJ289721; and five (5) 2012 Kenworth Model T660 Truck/Tractors, Vehicle
Identification Numbers 1XKAD49X0CJ319398, 1XKAD49X2CJ319399, 1XKAD49X5CJ319400,
1XKAD49X8CJ322310, and 1XKAD49XXCJ322311 (hereinafter referred to collectively as the
Trucks). True and correct copies of the TEXAS CERTIFICATES OF TITLE evidencing proper
perfection of PFCs security interests in the Trucks are attached hereto as Exhibit I and are
incorporated by reference herein for all purposes.
4. As of January 3, 2012, the amount required in order to completely pay off the
Debtors accounts with PFC relating to the Contracts and the Trucks totaled $920,005.73.
5. The Debtor has returned all of the Trucks to PFC.
Request for Relief
6. In accordance with Bankruptcy Code 362(d), PFC requests that the Court
immediately terminate the automatic stay of Bankruptcy Code 362(a) and Bankruptcy Rule
4001(a)(3) for all purposes as it applies to PFC and the Trucks for cause, including, but not limited
to, the following: (1) the Debtor has no equity in the Trucks; (2) the Trucks are not necessary to the
Debtors effective reorganization; and (3) the Debtor presumably does not intend to provide adequate
protection for PFCs perfected security interests in the Trucks.
7. Alternatively, and in accordance with Bankruptcy Code 363(e), PFC requests that
the Court prohibit or condition the Debtors continued use of the Trucks as is necessary to provide
adequate protection for PFCs interests in the Trucks.
WHEREFORE, PREMISES CONSIDERED, PACCAR Financial Corp. respectfully requests
that, after notice and hearing, the Court grant this Motion for Relief from Automatic Stay; that the
Court sign an order immediately terminating the automatic stay of Bankruptcy Code 362(a) and
Bankruptcy Rule 4001(a)(3) for all purposes as it applies to PFC and the Trucks; or alternatively,
that the Court sign an order prohibiting or conditioning the Debtors continued use of the Trucks as
is necessary to provide adequate protection for PFCs interests in the Trucks; and that the Court grant
PFC such other and further relief as is just.
Respectfully submitted,
/s/ Robert J. Reagan
Robert J. Reagan
State Bar No. 16630980
William Thomas McLain
State Bar No. 13737680
REAGAN McLAIN LEE & HATCH, LLP
6060 North Central Expressway
Suite 690
Dallas, Texas 75206
(214) 691-6622
(214) 691-2984 (telecopy)
Attorneys for PACCAR Financial Corp.
Certificate of Service
In accordance with Bankruptcy Local Rule 9013(c), the undersigned hereby certifies that on
January 19, 2012, a true and correct copy of the above and foregoing Motion for Relief from
Automatic Stay was served by First Class United States Mail, postage prepaid, on each of the parties
identified on the next page, and also on each of the parties identified on the attached LIST OF
CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS.
/s/ Robert J. Reagan
Robert J. Reagan
Service List
Office of the United States Trustee
903 San Jacinto Boulevard, Room 230
Austin, Texas 78701
William R. Davis, Jr.
Langley & Banack, Inc.
745 East Mulberry Avenue, Suite 900
San Antonio, Texas 78212
Delta Produce, L.P.
2001 South Laredo Street
Notices of Appearance
Randall A. Pulman
Pulman, Cappuccio, Pullen & Benson, LLP
2161 NW Military Highway, Suite 400
Leslie Sara Hyman
Elliott S. Cappuccio
Craig A. Stokes
Stokes Law Firm LLP
3330 Oakwell Court, Suite 225
Joe R. Hinojosa
Barkhurst & Hinojosa, P.C.
110 Broadway, Suite 350
Bruce W. Akerly
Cantey Hanger LLP
1999 Bryan Street, Suite 3300
Dallas, Texas 75201
Jason R. Klinowski
Freeborn & Peters LLP
311 South Wacker Drive, Suite 3000
Chicago, Illinois 60606
David G. Aelvoet
Linebarger Goggan Blair & Sampson, LLP
711 Navarro, Suite 300
Michael J. Black
Burns & Black, P.L.L.C.
750 Rittiman Road
Steven E. Nurenberg
Meuers Law Firm, P.L.
5395 Park Central Court
Naples, Florida 34109
Michael G. Colvard
Martin & Drought, P.C.
300 Convent Street, Suite 2500
Other Entities Affected by the Relief Requested
None.
12-50073-lmc Doc#24-1 Filed 01/19/12 Entered 01/19/12 08:50:45 LIST OF CREDITORS
HOLDING 20 LARGEST UNSECURED CLAIMS Pg 1 of 4
84 (Official Form 4) (12/07)
IN RE: Delta Produce, L.P.
Case No.
Chapter 11
LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS
Following is the list of the debtor's creditors holding the 20 largest unsecured claims. The list is prepared in accordance with Fed. R.
Bankr. P. 1 OO?(d) for filing in this chapter 11 [or chapter 9] case. The list does not include (1) persons who come within the definition
of "insider" set forth in 11 U.S.C. 101, or (2) secured creditors unless the value of the collateral is such that the unsecured deficiency
places the creditor among the holders of the 20 largest unsecured claims. If a minor child is one of the creditors holding the 20
largest unsecured claims, state the child's initials and the name and address of the child's parent or guardian, such as "A.B., a minor
child, by John Doe, guardian." Do not disclose the child's name. See. 11 U.S.C. 112; Fed. R. Bankr. P. 1 007(m).
(1)
Name of creditor and complete
mailing address, including zip
code
Harvest Crown Co., Inc.
P.O. Box 13578
Bakersfield, CA 93389
Juniper Tomato Grower, Inc.
P.O. Box 38
Greensboro, FL 32330
Bernardi & Associates
557 E. Frontage Rd.
Nogales, AZ 85621
Harllee Packing, Inc.
P.O. Box 8
Palmetto, FL 34220
J-C Distributing, Inc.
2731 N. Donna Avenue
Nogales, AZ 85621
Frank's Distributing of Produce
P.O. Box 2020
Nogales, AZ 85628-2020
(2)
Name, telephone number and
complete mailing address,
including zip code, of
employee, agent, or
department of creditor familiar
with claim who may be
contacted
(3) (4) (5)
Indicate if
claim is
contingent,
unliquidated,
disputed, or Amount of claim [if
Nature of claim (trade debt, bank loan, subject to secured also state
govennent contract, etc.) setoff value of security]
Goods $137,238.00
Goods $134,296.15
Goods $119,479.25
Goods $108,924.00
Goods $97,914.40
Goods $87,386.50
Case No.
Chapter 11
(1)
code
A&A Transportation, Inc.
4741 College Park
San Antonio, TX 78249
Royal Flavor, LLC
2655 Melksee St.
San Diego, CA 92154
Mission Produce, Inc.
2500 Vineyad Ave., Suite 300
Oxnard, CA 93036
Slankard Produce Co., Inc.
1500 S. Zarzamora
Kingdom Fresh Produce, Inc.
2243 North Goalie Rd., #A
Donna, TX 78537
Del Campo Supreme, Inc.
672 W. Frontage Rd.
Noales, AZ 85621
Divine Ripe, LLC
700 S. Bridge St., Suite C
Hidalgo, TX 78557
Continuation Sheet No. 1
(2) (3) (4) (5)
Name, telephone number and Indicate if
complete mailing address, claim is
including zip code, of contingent,
employee, agent, or unliquidated,
department of creditor familiar disputed, or Amount of claim ~ f
with claim who may be Nature of claim (trade debt, bank loan, subject to secured also state
contacted goverment contract, etc.) setoff value of seculity]
Goods and services $87,316.25
Case No.
Chapter 11
(1)
code
Dimare Newman, Inc.
P.O. Box 517
Newman, CA 95360-0517
Alamo Leasing
2010 NW Military Hwy.
Valero Marketing & Supply
P.O. Box 300
Amarillo, TX 79105-0300
Delta Produce Marketing
2001 S. Laredo St.
IFCO Systems NA
5250 Tacco Drive
Rio Queen Citrus
4012 E. Good'Nin Rd.
Mission, TX 78574
(2) (3) (4) (5)
Name, telephone number and Indicate if
complete mailing address, claim is
including zip code, of contingent,
employee, agent, or unliquidated,
department of creditor familiar disputed, or Amount of claim [if
with claim who may be Nature of claim (trade debt, bank loan, subject to secured also state
contacted govennent contract, etc.) setoff value of security]
Lease $47,208.00
B4 (Official Form 4) (12107)
Case No.
Chapter 11
DECLARATION UNDER PENALTY OF PERJURY
ON BEHALF OF A CORPORATION OR PARTNERSHIP
I, the Delta Produce Management, LLC, Gen Partn of the Partnership
named as the debtor in this case, declare under penalty of perjury that I have read the foregoing list and that it is true and correct to the
best of my information and belief.
Date: 1/3/2012 Signature: /s/ W. Scott Jensen, Member
W. Scott Jensen, Member
Delta Produce Management, LLC, Gen Partn
12-50073-lmc Doc#24-2 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit A Pg 1 of 6
FINANCIAL
SECURITY AGREEMENT (OTIS Web)
RETAIL INSTALLMENT CONTRACT
-
--
SELLER
..

BUYER
-
NAME
French-Ellison Tmck Center, ltd.
........
DELTA PRODUCE L.P.
DBA Kenworlh or south Texas-San Antonio
PlACE OF
9010 lnlerslote Highway 10 East
BUSINESS
Converse, TX 7810fl
STREET
2001 S LAREDO
J.tAlliNG
PO Box 200187
ADDRESS
SAN ANTONIO, TX 78207
ADDRESS
s..u! Antgnio. TX 78220
MAIUNG
2001 S LAREDO
. -
ADOHESS SAN Ao'IJTONIO TX 713207
Seller hereby sells, and Buyor {meaning all undersigne<f buyers. jointly and severally) hereby purchases, subject to the terms set forth below and on any
attachments hereto, the following described vehicle {the vehicle"), delivery and acceptance or which in good order Buyer hereby acknowledges.
Buyer hereby grants a security interest in the Vehicle and any additional collateral (colleclively the and any Additions and Accessions thereto (as
defined below), to Soller and its assigns to secure prompt payment of the indebtedness herein and performance of Buyer's other obligations, indudlng any
additional indebtedness incurred as provided by this Contract and any extensions and renewals of the obligations and Mure advances and is subject to
pamgraph 16 cross CollateraiR and the olher provisions The sec:urity Interest extends to th& proceeds of the Collateral and the proceeds of any
insurance policy.
Buyer also acknowledges that Seller has offored to setlthe Vehlclo for the cash price indtcaled, but U1at the Buyer has chosen to purc:hase on the terms and
condiUons of this Contract.
DESCRIPTION OF .VEHICLE COLLATERAL (for securitY purpose" onM
}- YEAR MAKE . __,_MODEL . . VEHIClE IDENTIFICATION NUMBER . __ . .!P.o.Rt,.t.._E"OF,_V!!EHO!;-!OIC:>L.._E-j
2011 Kenworth T660 1XKAD49X9BJ289722 _________ _,N,e,wc_ __
YEAR MAKE MODEL
DESf=_f!.lfJION OF TRADE-IN EQUIPMENT .
VE!IIClE IDENTIFICATION NUMBER
Yotal:
ALLOy.'ANCE
$0.00
Total: $133 500,00
' 'PAYOFF PAYOfF DUE TO
$0.00

1-----,T=-:OTAL CASH PRICE: Cash Price $133,500.00
1.
DOWN PAYMENT:
2.
3. UNPAID CASH PRICE (1 2)
4. TOTAL AMOUNT OF INSURANCE (4A+4B)
5. FEES: (Itemize)
6. UNPAID BALANCE (Amount Financed) (3+4+5)
Sales Tax $0.00
Tille Fee $38.00
TOTAL CASH PRICE
Nel Trade-in
Cash
TOTAL DOWN PAYMENT
SA. Orficial Fee(s)
58, Document Preparation Fee
. 5C.DIT
TOTAL FEES (5A+5B+5C)
'
$0.00
$13,358.80
$0.00
$50.00
$0.00
7. FINANCE CHARGE [Time Price Diflerenlial- (Seclion 17)1
$133,538.00
$13,358.80
$120,179.20
$0.00
$50.00
$120,229.20
$18,213.36
B. TOTAL PAYMENTS (Conlract Balan<:<!) (6+7) $138,442.56
9. DEFERRED PAYMENT PRICE 1+4+5+7 $151 801.36
'A DOCUMENTARY FEE IS NOT AN OFFICIAL FEE. A DOCUMENTARY FEE IS NOT REQUIRED BY LAW, BUT MAY BE CHARGED TO BUYERS FOR
HANDLING DOCUMENTS AND PERFORMING SERVICES RELATING TO THE CLOSING OF A SALE. A DOCUMENTARY FEE MAY NOT EXCEED $50.00 .
FOR A MOTOR VEHICLE CONTRACT OR A REASONABLE AMOUNT AGREED TO BY THE PARTIES FOR A HEAVY COMMERCIAL VEHICLE
CONTRACT. THIS NOTICE IS REQUIRED BY LAW.
EXHIBIT

. -.
of South Te)(as-San Antooi() {Seller) v.-hfch includes, willtoul an of Collateral with the lo'.lo',..ing Vehldu ldcnlification NtJtnb.&r. 1XKA049X9BJ289722. . _
Cat No. 1;i86A (tA-91) TeiCali Ow Ver51on 4.61.2 O!il09 ORfGINAL FOR PACCAR fiAANCW: CORP. Pnnhid Aug-23"2il10 a:otPM
PACOIR
FINANCIAL
PREPAYMENT REBATE: Upon prepayment in full or acceleration, Buyer is entitled to a rebate of !he unearned finance Charge (Item 7) computed in
accordance with the '"Sum of lha Balrmces An acquisHion c-.harge of $150.00 may be deducted in detennining the amount of the rebate. No rebate less
than $1 will be paid.

Tho Contract Balance (!torn 8) is payable to lh;S&uer or his assignoo basod on tho following schedule:
---------------
""''""!l"''--------=Nq. of __ __ _
1. Oclober 8, 2010 48 $2,684.22
No. of-lns(BIIme ts Amount Each
------------
INSURANCE
4A. PHYSICAl DAMAGE INSIIRANC(;fs required. Buyer may provide such Insurance through anyTnSUfance company authorized to do business in this slate
although Seller, as to dual interest Insurance, may reject any insurer for reasonable cause. '
Physical damage Insurance is not lil\ancod In this contract.
4B . .GBlillli liFE QBEQII
A CIDENT A n Hl=Al TH
"
!>!
are not requ re by e er. are no a actor in approva of credit. and are not included. i d S II t I
I DESIRE:
: INSURANCE COMPANY
..
,TERM COVERAGE
.
: .
:fEE .
..
N/A CREDIT LIFE INSURANCE
N/A NIA .00
N/A CREDIT ACCIDENT & HEAL}H INSURANCE N/A N/A s.oo
Buyer acknowledges disclosure or 1nsurance charges above and requests and aulhonzes Seller to obtam Insurance coverage checked and include the cost in
i:: -------- DATE
. AGGilEGATE.AMOIJNT OF
I .',iJUYER REPRESENtS.ANDWARRANTS
The Collateral is to be used for business and commercial purposes, and not for agricultural purposes or for personal, famUy or household use,
The Collateral will be titled In the state ofT exns.
Buyer's chief place of business Is locnled at
STREET
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
TX
78207
Buyer will immediately notify Seller in writing of any change in the above address or location.
This contract Is entered into In the State of Texas and is governed by its laws.
$0.00
For each installment not paid when due. Buyer agrees to pay Seller a delinquency charge calculated thereon at the rate of 1 Yl% per month for the period of
delinquency or
1
-at Sellers option. 5% of such insl<lllmenl, provided lhalstlch a.delinquency charge is_ not by.J.aw, .. a_t_ .. f3':1Yer
can legally obligate itself to pay andfor Seiter con legally collect.
.. __ , _ sl
of SooU
1
Texas-San /lfltonlo (Seller) y,tJich includes. wi"tlloullimilalion. an Item of Coll31erol with the following Vt:lOdeldentificaliorJ Number. 1XKA049X9BJ289722. . _ _ . .- _- _ _ __
Cal. r'IO. l288A !Cf\-97) I men.-; oW '1.61.2 0610 OW()JRA[ FOR PACCAR FINANCIAL (.6/lP. Pnl'liedAuy-2302016 3:0/PM
PACOIR
FINANCIAL
1. CERTif'll:ATE Qf TlfLE liENS.
Buyet sgrus !hal ;my ccnifieak of Tillo on lh"! Cnll:.llllr.ll show 5e:ler's sccurit{ (llill) end v;iQ
bt, dciM!md pro!llpti)' It> Seller lh\1 ritJhl to hOld tllo Ce.rliticato of Ti'.le Bllyer pays
indcbte::lnass end perbms a1 tJIIIifl obC{JaliOOS undP.r !his C'..oolraa. Buy8f pmmisos not IO give ury otho:1r
part)' o lien or security inWos\ in lhe v.ithvut Sl;ttor's v.riuen Conunl. Btsyor prom(f.es not kt part
v.ith of, seD or le."'l!.e u..., 'l.ithuul St.I'Us wrillcn apptOYat Buyer Mleby .
(a) agrees IM.t ffom lo time, ar U>& ft.ICJ"fl"S'J of 8uyor, &yet w:tl 111ornpUy and tlelr ...ef all
flllthel ii'IS'Ifu!Mf1b anrt dowmenls. aod t.1k.e all furll,qr arJiM lh.1l may 00 or
SCIIor may mquesJ, in udef to or protac1 <Jny 1>'1WI'ily iotefosl grenled lN purportc<:llo be granted
hefob)' or 1o Soll!!r lo arod onforce 1>. riulls :!nd remOO'.es laeutldef v.ilh respect lo aJJy
COI\HI.Itrai,IIOO
{b) gtMislo Seller the powt!r to OJYilr'S rutOO &ri<J on OOhatf of to and fro eppka!ions
for tite, trlmsfers of stall!!lMlf'lls., r;l and nlher doo;umo;mls pertaining to My or all
of tho Co1alel'el
2. ASSIGNMENT.
Seller Ms lhe rigtlt to .'l!.'>'tJn lli!>. Controctto PAC\.An Firl<l!Jcial Corp. II SeiJ&r does ll:ssign it. PACCAA
financial Qwp. will take all nf tOO Sefll)(s right. lido aM illterEI'>I under lhls flfl(;ll.lfng Selrw's
W.eresl in the Cdi:IW<'II). !he lllfln "Sook!t' in thls c.onlrad $1WI moan PACCAR Fnancial ('.Qtp.
lhl5 means, among (l!hcr !t'fogs, thai BIJYOI v.1!! be te<!Uired tc rn.1kot 1M payments uncler INs Conlract
diredly to PACCAR Ana11dal Corp. 0u)'9f agr.os. lhai i1 Selle MSi9ns lhls Coo!rad, Md PACCA.R
Corp. sues BlJY(N to trJiled MY M!CII.Inl Bu}"fl" CHo"tiS to PACGAR Fir13nti<ll Culp. Of f!l.1'/
of Ruyets cWgaioiiS 1o PACCAR nnanr.i.ll Co!p., Buyer \WI not MSIHt any da'm "'doklt\sa. Buyer
has: aga!nstsetl"" 8$ a eblrn, dEdenoo. or !lo'etoff PACC/IR Corp,
3. INSURANCE.
89'eo5 1o !wgp lho:t tu1areml COI'I1iouetr.Jy iusnr..,f fife, thatl, t:Dl!islon, and any otlm haurd
Sat!Ar "'P(!Ciftes b'f 1111 r.ompany Selk!l' 1\:!s awrovcd. amount ol $1..,11 00 II a. fun
iosurobl11 va!IJ& d the Coflaterol or tile lull IUTIOUI"II d a!l W!ijjation..-. this Cof!lr.l<:ll securn, whXhovct l:s
Q7eater. Thll insuraiM"..fl {l(llic.y sha!l prm.Ode. in a folma<:O>pWllll to any loss toSel!et.
Guyer mull defiY8f fllntllf!U'/ IQ tertir.cates or. if fer!'IIJ1;.h'rd, policies ofinsu.N'lCI) gljsfadOI"'J toS&ller,
eadl wilt\ a e<"lflor$0menl Snll!v n its as loss-pay.'!& as their lnlerfi!5 may
insuranee ,.,:icy shell IM\ it C3fl be (:f>llCf.I!R<i ori.y arter wrilleo"l notkll ol intention to
C311Wl has been to Stti\otl at k..,nt ten (10) bcloro !he Qlll<".lllla\ion d..W. If lhe Collorleralls
lost or sha!llla'XI Ml po"NO< tn onltect art/ or all W.Su1eoe& proeee<ls and 1(1 apply th9rn
Sellar diOOSes ei!Mr In satisfy lillY ohliga!iOn secured by this Contmct (Y.-h&lhar or not due or o!hM'!4se
or 1o rwatr the Cot1.11eral tf Buy&r t>btains IIISIJ!an<:EI fmma company5eler has or
tdils to obtain atrl iosunurt:e, may (t>ul dces not have !o} obtain any lrlsUronce Seftor desires 10
prol&el ils itllarASis. II Sqtlof so, BoY" t11."111 refmllutsa So1w upon d!Jmanl$ for II$ elrpCII&OS.
w; haw 110 lability 111 all for My losses v.hkh Ot"-Otf Mr.Ausa no inturance 1\as been or the
coverage oflhelnwraoco"'h'dlhas b&on obtained Is
.J. TAXES.
Buyer &g:lftS to pay befwe oil t.ales anrl nlhr.r lam$. {80$ tr!d other govemmeo!oll
dlo8IQ&S M lha Coflato111! or its sale or U>ill.
5. USE OF COLLATERAL
Buyer 8(1'8&5 1o keep 1119 Coll.:lte<al in gond mpa'r. lo rrev&f'll any \lalsle.loss. dlorM(IB. deslnldion of or
to Ulfl COIIateret; to prevent any untav.WI UJe IJIII"rn Cdlillor.al; anti ,...,, !D rn11kR or I!! low IQ be made arty
aignilietmt dtange in tho Colalfdal 0< itl its r.h.'\.si,;, body or special eq!il)f\'l(!flt, without SeUefs written
Dltlsenl. 6uyet all of dNll!IGe. loo.'!. or destruct'or of tlf" to the Col'tll&rfll, '4-flelh&r or not
lnsurod agaln$L Seier may .o:amine UMt ,WI!Jl!41al luea!A<1 111 any time, and Buy wilt Worm
Sellef' of ltl8 Collaktel's IDeation upon Senor's request.
6. EXPENSES PAID BY SELLER.
Buyer to SOIIef upon lor any p;l!d by Soler 6UCh as taxes, !nsumtlC8
Jl(emiums,repaif bal.\, tille or Any :n.-:tmcd under Soction 11. Buyefs (lbli!)<lf.oo to pay the
shall btl socured by !his C'.ontr;v.t
7, TRADE-INS.
If Buyer has tttHIC<IIn IJf\Y p!"l:lpt'lly. Buyflr l!lpl"nson\S 3rrl warran':S th.tt the of it on tho front of
thic Conll<lClls lhatlhe n"ll"l1iynd is gQO:I and its rightful, and that tna p-oporty Is
de)iW.r&d tree l'fotn eny SOUJrity lnlenw<t 01 or
8. NO WARRANTY.
If the VeWds ir; new, there is no olhor than that of thi:IIMOofiK.tur. If !he Vahldll Is liSod. ills
sold As IS" and 'WJTH All FAUL TS,
. ti.ELL.El\.. MAKES.. HQ.. WARRANTY QE.. M!;RCUAUIAIWJf'( QR.. {Ill:la. OlR...A...eAJlllC.ULA8.
AR NO OJ.HER
WARBAI:lllf.UURESSJlBJM.P.LIED..
9.AODffiONS TO COLlATERAL
Arty11ling adcted 10 tho Col1.111lf.11, lrduding but I'IOl i/Me-d to YJdnes. ttarrsoBS:Sions, li1e11. v.beel$, fihb
v.hocls, ma;os and eledriall tquipmoot. tanlo;s and MY other bodr $buW.Ve that part of the
M<t'l 0011sliktle Additions & and shall bo 6llb;ect to So!lrets r.co.vilt 'lltel-est. iiJt
A N..-.-.oo;,itlns must st.1y with 1M Con;rtcl<'ll if it is repo$'S8SUd or returntld to Seller.
10. DEFAULT.
lime is of tha ess.eoea In !his Contract. The dlJ& dates for paymeois 11114 lhe performance ollhc olhet
oblfgallons urJJef ttis COhirad. ore ils most autial provisloos. &wef" sha!C be In defeutL UDdQf lhO$
ConlnorJ upon lha oocunance o( a11y of the folkr,.,;ng::
(a) la]s In J"''Y on or beforllllhc dUll datatM full altlOWII.cl any scheduled paY'oenl, lal<es, ln$Uilii\OO
ptemium, 01 olhar obSg.,tio!l wrur&d by this CMtrilCI or uDd&r an, Olhet" instl\ltl1eql Of agrcoo...,.,l;
(b) Ouyer folifs to '-'ndet !his Conlr.lct;
(o) My leprHen'.alil,m Duyer 1\N made In this CcnUacl or In any Cfedil application (It 6narri81" alalemal>l
lloyer fo;,s g..en in r.onnect1on wiUtlhe semred by !tie Contract lulll$ Oul to be fai!IO:
(d) Mrt check. nota or ottw given lor a payment is di$hooored v.hon ple&enled for Pi1)'m$AI;
{e) The Sl.ilod Otleviei:l upon undct any IOgal "' !P"a<nmen!al process or proceeding agatn.s!
Buyet otlhe COI!alorM.
(I) 8u)-er's death or sub}cel to ptoceediogs M dolrnett In llie Uniform Canlt"nert:ia.l COde or
beconln subj&ello benl<rvP\cy.
(g) Boyef" dofaults In tOO p.1yrrrmt Of perforAl311C8 or any Olhct ;;ooteerMIII In oonnoetloo v.ilh 111\Y other
--edto PACCAR Anand !II Cotp. lor bonowed mOfle)'; or
(h) Any mt'II}N of the hon"u1er v.i\11 Of r.:o arrt 01" ;,ny t.'llo, ctJr.vey&nw, lrMsfor, )ease or olher
rf<Sf">O$ltion (wl'lc!Mt In ono or a sories of of all or Sl.lbs!NIIiAo'iy an of lhe buyer's
A..<;,$&\J; wilhouiiM prior appO'r.ll ofPfG.
Chief ec&C"ttive Olrit'er and/Qr lh Ollet Financial Otf'IC&!' of Ill& Buyer ...,;thout prior
(j) Sot lee reasonablydeen1s the Colalera\ ol rni$11'"...0, CQ'IIisca6on, damage, ordesln.Jdiof\..
11. REMEDIES.
If fluJEN" defaults under thi$ Se!lwmay,at its oplioll. Y.iltl 01 withoutnolicv lo&Jyer.
(a) I>Ar.la.mll1it C'..onlraCIIobe Ill
(b) Dedaro the entJre ilmotint tho uopaicl T1010 Balaoce, altar daducli11!] Timot Pike Differential
i1 <ltlrdaiiOJ v.ilh th.lo &(li>Gc:tble state bw, 1111d oth81" dra'UCS and lndobl<ldn&M sunx! bt Contract
Wlvnediaklly duo and payable, wiO"loot pmtcst, prOSttniiMol demend or nolioe (lnduding bUI not limited to
nO!ice (If iu!RI"IIIo s.eeatale and I'IOl1"00 acceleraUon), allofv.hichBuyerwalyg$; and
(t') 1i'1 of tho right!; and f111mdics ol B secured partyundet lh& Uniform Corrm&rclal Col,k, and any
ollw lawt<.
In addidoo lu lho foregOOQ and 8JYf otltor rlghls Sellef hat und&r !he taw n Qfffld althe lime ci default, the
blowing pnNisions $hall apply;
(d) em s.rats Duyer deliver possession or the to se&ec at a ptaoo Sttll8f
reasonably (l()ll11&1llenllo both pe.rtiu .
{e) Salor fMY enler any premise&, where the CaMral m<rf be IOund alld lake poss.ess.'on of ll._.;thoot
IM"IIic:e.OOmand. or lop."ll PfO<'.&edings, ptovidod such entty is In wllh Jaw.
tO SeiBt f.hall givo Buyer o!ol Inn (10) days wril!an notiQII of eny &Ill& of the Cofa!&rzll, oy,hfch
IJ9"W$Io be roa:BOrntbl& nolioe. Notice shall be iven a! the ad.dreu &peOliad in lhls Conltact.or ou.-1 such
e<ki<BSS as 8uy$" may $pacify iniL"rilirlq lo S..flet. Nolio;.e sha1 ba eHecliva .....mn depo.sitod in lhs malls,
po!<iloijo prepaid, as prMdet.lat)(wa.
(g) Ellponso of rt!lilking. holrfng, pteparitlg fat S.""l1o, self.ng !ind lha Ike lntktde. lo the fu!est f!o).lont
perminod b"tlaw, (i) the rees ol any Jel.ain&d bt sefter, M\1 f11) 1111 oiMr 1e(J<1I IOC\Irrod
by Soller.
(h) 6uyer" agrees tMt it ls.!Oable fot and wt promptly pay any d<lrrcieocy t&Slltlil\g from aN(di$pt)silioo ollt)e
CO.atefal aftOI" defai.AL
12. NO WRONGFUL J>OSSESSION.
Buyer ageeslhat If Seller rapos.s&ssas the or of.heiWise oblains possession of il. Sollor 1M ttOt
be fn v.roogf"ul po!JSeSSion of any property COO'.atnad n lhB Co!la\olalc:r atllched ton In \\ohk:tt Soller doe.s
not a security lnt'!feSL seller agrees lo ma!te err1 sum PJopOOy ror 8uyof It) l(lko back at a
feil50fl3bly wnvenlant lo both
1a. VARII\TlONS OF CONTRACT.
prtMsion of this Conilad may ba c:hMged Alll60d"ad mess. by e wrlllan c:onll"sct $gned by Sei!Br_
Sallee'$ of lilt& pa.ytMI'IIs dtWis MIITIIlatt IMI S&ll&r Ia obgal&d to accept 811)' late payments in
fl6 fulure. No Wi!Mlr ol any Mf3Uit sAA1 OfMHAia AA a war.-or of eny oth9f defauiL
1<4, WnRE AOIIEEMENT: SEVERASILITY
Thls Contr.KI and tho atl3C:hed Elo:Nbits and Addcntm is tOO rotnplal& and swlemenld rights and
dlllles bet.'tea11 Seller 11M Buyer. If .any p!O'oi&ioo is bl)ld modorCG.lble, il shalf be deemad amilled v.i!hDYt
al"fl!ding of lhe wnaSrlng
R _ ' .. s J
of South T,_xas-&m Antonio (Selte1) v.h:ch in dudes, Wilhout rimill'llion, 8!_1 item of v.ilh lhe follov.in!) Vehlde ldentillcation Number: 1XKAD49X9BJ269722. _
CaL NO. t28M(CA-97) Jexas 1.612 66/o!:l ORIGINAL FOH PAcCAH FINANciAL CORP. Printed Aug-23-2010 3:o7PM
PACC4R
FINANCIAL
15. t!AD CHECKS.
Whenevar a chco:k, d!-<11!. or cjvoo by nf ()1'1 OOilalf of 101 the cl. J'III)'TMI'II of MY
tb'lgalion arising uo4e< !hi& C'..ontraci h:as (h.hono1od lor tatk ollums ot cledi\ 10 pay the item, or
becaose lhe aeoot.ml tlas beell dosod, 01 lo; any otw.-1 raason, ScJ:er or il$ 85Signs aswss and &ryer
-Ma p.a.y a fow dishonOfed item. r>r IM miiJcimumao'IOttnl t>-1 app!Oc:ab!e state law, if
"'"" 16, CROSS COllATE'RAl.
Buye1 ga.nts lo Seiler 1!00 any a.ssi!)ne-e nl Seller a MWri\y in!(lresl ln IIIII Col!a:erol to $CW<U U... p.lymonl
and pell'OliD3nt:O of .,:1 :O.\>s011110 and aU t.ootiogofll end (If lo Sc!or Ci 1o SU(;h
d Sel!Cf, now e.listing or ttereatw '.\.hc!thor Ul!der !hi$. Conlract or any olher sgrument
and w!'lelhor due duectlJ' Of by as$i<.)mnP.n!; provided. upon any llss:grvnen\ of the COI\Ir$d by
Softer, the shaW 00 deemod, for th4 !""'pose of this tho oriy "Aitll a $1!Wfily
il the CollaterM.
17. TIME PRIC DIFFER'ENTlAL
The th.1t duoinu lhe term of 1M Cool.ract, tli9 efml.live lb1y lim& Prica Olforol'llial ("TPO')
be based on an llflud to pcra.r11 pot annum, ((lfllj)l.lllntle:l M tile unpeid
001.,110) fBuye($ Rato'l. "Jha WD duo ea<:h moo'.h shall be equAl to the sum of li1e 1WJy TPOs for the
mnnlh. Uased ootho Buyeta RAto and that All payrnen!S are timely rrcde, tho lPOwi;l
Early or kite pa)metll'> VVI:!'t tllR !orm of lhe "Mll cause the actual aogregato lPO,
the "lime Balaoco and the llfne sara Prit:u tu rlillefCOI tll<'ln .Any delay in payment oould
caur.e those amounts to be tJfM!I"Ir than d;Y.Ioscd, in n brgt'l" ftn:d -....,toon payme-nt. Eurty
QOUJd QIU!""..O lt\llse 31N>Im\5 to tl-11 Ill'>'> th."lll dst.:loMd, rasulling in a '51N'I!ar f-f\111 or "balloon'
payment or reduca-d ol" p.'l)'mr.tlt$. In nn O'."<lnt Buyer M soquie<l IQ pay lnlatest ;,.. CJ:C0$"5 of
thA (!"I<),; mum rntQ ello"l<'fN by La-111 of lhl sta:c 1\.:lvinoJ jmi511;etion filer lhe Tho
parties Is lD CO!tom1 10 appf"ICI!ble- l"StliY Llws, which 1M)' ffldute the Buyet's Rate lD !he
niS)drnum.omounla'k"rM!d 1111d0f such nDN or ill nlfr.t::L
t8. FINANCIAt..INFORMATION.
noyar ogroos w Seller prumplly y,ith auy lin.:!n<i<ll 6faltlfi"IMIS. or Olher iniQnTJa!ion v..llich S&fer may
request friJin lima to and 1111 fna.nc!al t>lol!&m&llts Y>i1 be.prepare<l on a b3$is of
cr.ecapted acwun!ing princiji11S, and v.ift be eornp!e:e and t.tll"n:ct Bl'ltl fairfy !)I"Csenl Buyor'"s
financial ooncf."1ion as of tM d:\!tl 5<1-'ler may ;'It rntroosonab!e limo fiY.&Tr.irle ltte boolo;s and rec:uck
of Suyer itnd make wpies !hereof.
19. CHATTEL PAPER.
lhi's S.:.CU1ily Agrecrr.ml Is 10 ho sold ooly to PACCAR Finandal Corp. and Is sublect to tne
$C-CUn'ty interest of PACCA.R Cofp. The O'lly r:ot;r/ d tti' Seootlty Agreement v.hlch constitutes
ChallP.I' Paper for all pwposcs of !he Uoiform Con11n01"0..1 Code Is the topy marked 'ORIGINAL FOR
PACCAR CORP." Y.hlch is de5M"ld In Md hnld by PACCAR Financial COrp. M'/ change in
fh:B n."liM ?f lho asStgnea of tills $8C\Jrit'//lgreementlrom PACCAR AnMdal Corp. shalll"8f"ldflc lhe copy cl
dis Secunl)' Ag<eem&ot ,.o dW>rlgl.ld VOID anti c( no force <JI')d eHecl No assignee or &eeur&d ottle<
111M PACCAR COip. wg1 vnclef eny df"C\Irns!ancas acquire e.ny rigtlts. itl, undel" Ot" 1o this Sccurily
.Agreement or ooy S\lms due heteundcr, c-.:cepl that PACCAR Vf a writtoo
assigf"llllOOtsJ.gned l.ly PACCAR FUJ311Clal CQrp., assign il.s lnlerest received heleundor.
2Q. PREPAWEHT FE:e.
Bu)'Cf $hall have the right let p<epa'f odl etr part of !he pllnelpa! Indebtedness due under this Contract at any
Cme.tn of such prepaymefll right. and as COITl!e'loSWM to Sellar for the let$$ of 1.hG benefit of
hs bafVain, U\IMs: prohblt!d by apr.f>('.>lble tJ.ale law, also pay to a percent2ge of the
amount of U1EI principal indcbtlldnE'..s!l being prepaid equal to lf\2 of 1% (.oooa3) rmrltipied by the f"IUI"IIber
of full nlO!rths tOO"I.l:riflQ in !hO tcnn of lil<J ContraGt or lhe ml'lll:irrlum 1318 1/l,lowed tn:l81" e.pplceb!& :sta!& law,
ifJoweJ_
21. MISCEllANEOUS.
(a} TN$ COntract w be tintling, Jolnii'J and -.,ral.'y, U(l(ln ,_,patties. nlhe. 'Bu)'OI"" Md their
suo;e$5(11" and ;J$SIQM an-d $hall 1nura b !he benefit of PFC,
(b) This Coo'.tad WMI MY tllhflr nvidenee of too ind111bledness gi\rert n hcfowiUo rnay lle
assigned by SY!k<f 10 a lh:rrl party v-.ithout notic.e 1o 8uyAC and 8tJyar IUJieby waives on.y dGf&t\'Oe,
ooun!Dtdafm or uosS<Omptillnl by Buyer 8f1Y assigDee. aoroolng lhal &t!lar $halt bo solely
thetefof.
(c) l\t09.'-pl of a ln.re CllJlY of this ronlract, and waives ac;oeplaiiCe h&t&ol
22. WAIVER Of JURY lfiiAL.
Exupt as oltiiJrwis& pto-.ridad by sla\111 law Dllblor and Sectued Party l.!ilth waive any ri!tlt 10 have a ju;y
pattitipate i-1 A!solving an1 dispute, ..mcthcr sounding In con!lac:l, lDil. cr olherv.tse, belw&an Seo.nld
Party and Deb!.()( ....Woo out t>f, coooeocted witlr, rvlalod to or incidenll!ll to lhtt lelationshlp ewttllidl&d
beM'f:OO them in c:onnedion with this Sewrity AgretJrl\011\ olher instrument, tlrx;\lment or awcemtml
(If delvered In CQt"llleC(ion Dlcrov.;lh or lho transac.tions te'ated thetaiO.. Debtor and Sec.urod Party
ead1 hereby agreG and cotiS6111 that any $uch daim, damaod, aeDo.-, OJ cause uf oo;on shaH be Oedded by
c:oun trial V.l\hOUt a ;.uy and that t<llher 111ay 11!1 an OIIQM counterpart or a mpy oflhis SeoJrily Agrat'fl\f:nl
any court n v-fitl&n. e-videnc8 ol U>Et crss&nl of lhe parties helato to the waiVer of thei" right trial by
.
NOTICE- SEE ALL PAGES FOR IMPORTANT TERMS WliiCI1 ARE PART OF THIS CONTRACT.
WARNING: LIABILITY INSURANCE FOR BODILY INJURY AND PROPERTY DAMAGE CAUSED TO OTHERS NOT INCLUDED
UNDER TI11S CONTRACT.
NOTICE TO BUYER
1. DO NOT SIGN TI11S CONTRACT BEFORE YOU 11AVE READ IT OR IF IT CONTAINS ANY BLANK SPACES.
2. YOU ARE ENTITLED TO AN EXACT COPY OF THE CONTRACT YOU SIGN.
3. UNDER TI1E LAW YOU 11AVE TI1E RIGHT TO PAY OFF IN ADVANCE THE FULL AMOUNT DUE AND UNDER CERTAIN
CONDITIONS MAY OBTAIN A PARTIAL REFUND OF THE FINANCE CHARGE (TIME PRICE DIFFERENTIAL). KEEP THIS
CONTRACT TO PROTECT YOUR LEGAL RIGI1TS.
BUYER ACKNOWLEDGES THAT A TRUE COPY OF THIS CONTRACT 11AS BEEN RECEIVED, READ, AND WAS COMPLETELY
FILLED IN BEFORE BEING SIGNED.
To contact PACCAR Financial Corp. about this account call (940) 484-8100. This contract Is subject in whole or In part to
Texas Law which is enforced by the Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(800) 5381579; www.occc.state.tx.us; and can be contacted relalive to any inquiries or complaints.
SELLER<
enter,-Ltd ..
lh Texas-Sao Antonio
BY:

BY:

DATE:
DATE: Augusl24,2010
t'>agv 4 Of 4 ot Secunty Agreement dll!ed on or aoout August24. 2010 fletY>-ecn bELlA PROOUCE LP., (BU)'Cl) and Ff(lrK.fl:ERison truCk Cenle.r, ua., DBA KenWOI"Ih
9f Antonio (Soller) whkh ioo:kldes. without limitation, 11n item of CollatcriiiW"ilh the foU(JWing Vehicle ldentifictllioo Number: 1XKAD49X9BJ289722.
Gat. No. 1288A (CA-91) lexM OW Vnrs10n 4.61.2 6i.W9 OHIGJNAt t-01( PAct!AH FINANCIAl CORP. Pnnlcd Atrg-23-2010 3:07PM
FINANCIAL
To: PACCAR Financial Corp.
CROSS-DEFAULT AND
CROSS COLLATERAL AGREEMENT
You have purchased one or more Security Agreement- Retail Installment Contracts and/or Equipment lease Agreements (herein designated
"Accounts") arising from the sale or lease to us. by various vendors or lessors, of equipment and/or inventory (herein designated collateral"),
and/or you have made direct loans to us and/or leased Collateral to us and/or otherwise extended credit lo us evidenced by Accounts creating
securlly interests in Collateral.
In order to induce you to extend our time of payment on one or more Accounts and/or to make additional loans to us and/or to lease Collateral
to us and/or to purchase addilional Accounts, and in conslderalion of you so doing, and for other good and valuable consideration, lhe receipt
and sufficiency of which we hereby acknowledge, we agree as follows:
1. All presently existing and hereafter acquired Collateral (the description of which Is Incorporated herein by reference) In which you have or
shall have a security interest shall secure the payment and performance of all of our liabilities and obligations to you of every kind and
character, whether joint or several, direct or Indirect, absolute or contingent. due or to become due, and whether under presently existing or
hereafter created Accounls or agreements or olherwlse (herein Individually and collectively designated "Obligations").
2. We further agree that your security interest in the Collateral covered by any Account now held or hereafter acquired by you shall not be
terminated in whole or part until and unless all or our Obligations to you are fully paid and satisfied and the terms of every Acc'ount now
owned or hereafter acquired by you have been fully performed by us. It is further agreed that you are to retain your security interest In all
Collateral covered by all Accounts now owned or hereafter acquired by you, as security for payment and performance under every ACcount,
notwithstanding the fact that one or more of such Accounts have been or may become fully paid.
3. A default under any Account or other agreement between us shall be deemed to be a default under all other Accounts and agreements.
4. Upon our defaull, any and all Accounts and agreements shall, at your option, become Immediately due and payable without nollca or
demand to us or any other party obligated thereon, and you shall have and may exercise any and all rights and remedies of a secured party
under the Uniform Commercial Code as enacted In the applicable jurisdicllon{s) and as otherwise granted or accorded to you under any
Account, other agreement, rule of law, Judicial decision or statute. We hereby waive, to lhe maximum extent permitted by law, notices of
default, notices of repossession and sale or other disposition of collateral, and all other notices, and in the event any such notice cannot be
waived, we agree that if such notice is mailed to us postage prepaid at the address shown below at least ten (10) days prior to the exercise
by you of any of your rights or remedies, such notice shall be deemed to ba reasonable and shall fully satisfy any requirement for giving
notice.
5. All rights and remedies granted to you hereunder shall be cumulative and not alternative, shall be In addillon to and shall in no manner impair
or affect your rights and remedies under any exlsling Account, agreement, statute, judicial decision or rule of law.
This instrument Is intended to creat6 cross-default and cross-security between and among all Accounts now owned or hereafter acquired by you.
This agreement may not be varied or altered nor lis provisions waived except by your duly executed written agreement. This agreement shall
inure to the benefit of your successors and assigns and shall be binding upon our heirs, administrators, executors, legal representatives,
successors and assigns.
IN WITNESS WHEREOF, we l1ave executed this Agreementlhls 24th day
2010
Business
[;p;--
2001 S LAREDO
Page 1oft
.,t:. rio. I'f'"(: A t<:::>-97) CM '!ersior. 4.C.I.2
PACCCIR
FINANCIAL
SELLER'S ASSIGNMENT
FOR VAWE RECEIVED. SP.IIer identified oo !he face or this Security Agreement - Retail
lnstallmcnl. Cofllract (lho con!r;aet") hereby sP.IIs, transfers. and ossigns lo PAcGAR Financial
Corp., its sucx:csso1s and assi!)ns (r.ol!ecllvcly 'Asslgneew) allot Seftefs righl, tide and intoresl
under, in and to the Conlmct (including collahmll U1emin described), guar<anlics of Auyct's
ohJigalions, and insmam:e polit:.ies ami prl)<.;C!}{is !hereunder. This Ass1gnmcnt is subjec:l to
accepwnr.o by Assignee at its offn:cs, 11nd is further sUbject to tho provisions of
any undertylng agreement between Seller al'od Asslonco rospolclin!J of Installment
paper (the Uubllity Agrccmenr).
tn a11y even!, if any ot the lolowing reprcscnlali{)(IS OT wammties is untrue, Sellcruncont:llllcnal/y
agrees to tepucchasP. from Assignoo, upon tlentand, the Contracl. and pO)y /L'I..<;ijnee in cash the
balance remuinillg unpaid lhereunrler any e:.o:pcn50s of colleclion, Jepo&sessioo,
transportation and s!orugo:, and attorney's foes ;md amrl casts lnt.unP.d by Assignee, less any
customal)' refu11d by Assignee of untm!IIP.II finance charges. In addttioo, Seller agrees to
indemnify A$$igoae for any loss <1r expMse SIJ31ained by reason or ony claim ar defense Buyer
may Nw agaitlSt Seller.
Seller rcpre!':P.nls and warrants ID Assignee that
(1) The Pfoporty N M1'1ices in ttm Cunlmcl am ar.c.umtely described therein, ttave
been delivaretl lo and accepted by Buyer ullder a bona fide dclllrrcd Pi'YI'llenl lram;aclion n5
indicated In the cnnltact, and lhol all obligations of Seller to Buyer rospccfinO sale find delivery
of property ices have been fully pr-..rf011Cl.1;
12) My down payment mf\ected hl tho Controtl has OOon roceiVtld, and lhnttha T1me Dalance is
absolutely owing and paymont thuronf is. fl()l suhjt to any def&nse, countordolm, sotoff
or deduction knO'I'mto Seller:
(3) Seller ha5 oo reason to believe thai any statement, representation or warranty of the Buyer
or any guarantor, whether modo in the Conlfact or In connection with Sellets extension of
is incorrCGt in any material respect, nor has Seller any knowledge of eny facts impalrhliJ lho
\lp!Wity of tho Contract or diminishing ils value;
(4} lnStmPJCC in sud1 anlotmts and of SU(.h r.overage lotS is required by tho Controd Is effective
in respect of properly described in lhe Ccinlratl, and that Ass:gnee's lienholder interest Is fully
protected by suth insurar.co;
(5) Tho Coolrar.t is lhe en lire agreement of Seller and the Buyet thereunder, has btlen ac;quired
In the regular course (If Selle,.s btasiness, and that il and any guerantj thereof each is valid ond
gclll.llnt:! in all respect<; aud is tcoCJ!Iy enforceable against all en6ties and all persons by whom it
purporis to have been executed; and lh:al Seller hns tJOOd and llllo lheretu <Jnd fuU righl and
aulhority to sell the Contract and the s&cunly interest ttea!od thereby to Assignee hcreUtld&r:
(6) The security Interest ttenled by lhe COfltract constitutes o hrst rani:. lien upon the propmty
described \heroin; that sucl1 !iP.CUri\y inlerost and this Assig11mont thereof 1o Assignae have
hP.en duly perfec!ct.l as required by applicable law (except insofar as issuance of any Coltificale
of Tdle. .,.,;th Assignee's lien nolalioolheteotlls presoolly pending following due application
th&refot); :Jnd lhnt the Conllact and Pf'O(:lell)' therein described a.o free of all Qth&f" riBfls or
encun'lbranc&s;
n The Contract las beon validly transferred to Assignee. that no part of the Indebtedness
represented thereby Is Jl<tSI due, and that no dalault altists on the pall of the obligot thete.tmdcr;
and thot aJI\cgal requirements of any jurisdiction applicable to the transection rrom which the
Contract originated, and applicable to lhe Contrnctand lhe Asslgnmanl, have. been satisfied.
In addition to .any liabilily or Seller under the fore!JOing Assignment, Seller shaH hilve \he follovMg to Assignee under !he Limited Liability Agreement
X Non-Recourse
Umiled Uabllity Percentage of Contmcl
Umi!vd liability, Other ________________ _
Ftlil RcC()Ul'3e! If Buyer Ia is to any poyrnenl on Uu1 Conllacf when due, or If Buyer Is otherWise in default under the Mrms of the Cootract, or If Buyer or Seller becomes insotvent 01
makes assignment fot the benefit of creditors, (}(if a peblion for n Mceivef Of In bankruptt;y is by or against Buyor Of Sr.llor, lhon in any of such events Setlerwil, requiring
Assi!)nee to proceed against Buyer Of I')! her person or any securily, repurt.hase the Contracl on demand nnd pay Assignee In lhe bnl.anoo relll3ining unpaid lheret1nder plus
any expenses of conectlon, repossession, and storaga. and reasonable attorooy's atld oourl costs Incurred by AssliJnco, lass any cuMom.-uy r&fund by Assignee of
uneerned linance charges. SeRer waives all figllls arising under the limited Uebility Agreement relating to any failure on the pari of Assignee to obtain posses$ion within 180 day$.
ASSIGNMENT:The foregoing contract is hereby assigned under lhe terms
of the "SeHer's Assignment" above.
French-Ellison ruck Centor, , DBA Konworth of South
SELLER
(\
..}_
BY: Jmes J, EJ ron i'resi ent
\
\
---- ..
- ----
ACCEPTANCE: The foregoing assignment is hereby accepted.
PACCAR Financial Corp.
P.O. Box 2144,
TX 76202-2144

BY:
TITLE:
DATE:
Seft'e?s ASsignment rorthii Security 1\grccrncnldatc/Jon or about August 24, 2010 bel\vecn OEUAPROOUCE l.P. (Buyer) and frencn.msoo HuCk Center, lld.OBA Kenworth Of sooth Toxas-
.. S'!f! A,nt1.mio,.DBA. or Soul\1 TeJo::JSSan Antonio (Sellcr)wflich inctudes, withoutlimilatioo, an item of Collateml wilh the following Vehicle IdentifiCation Number. IXKA049X9BJ289722.
Cat. NO. 12881 ICA-97} Texns ""OW VefsW'In 4.6t.2 06/0'J ORibiNAl FOR PACCAR FiNANCII\L CORP.
PnniEid Aug-23.201 03:07PM
12-50073-lmc Doc#24-3 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit B Pg 1 of 6
FINANCIAL
--.-.. ---
BU.YER
NAME
French-Ellison Truck Center, Ltd.

DELTA PRODUCE L.l'.
OBA Kcnworth of South T oxas-SAn Antonio
PlACE OF
9010 lntarstata Highway 10 East
BUSINESS
Converse, TX 78109
STREET
2001 S lAREDO
MAIUNG
PO Box 200187
ADDRESS
ADDRESS
Snn Antonio TX 78220

2001 S lAREDO
--- ---
ADDRESS SAN ANTONIO TX 78207
Seller hereby sells, and Buyer (meaning all undersigned buyers, jointly and severally) horeby purchases, subject to the lenns set forth beJow and on any
attachments hereto, the following described vehicle (the vehide"), delivery and acceptance of which in good order Buyer hereby acknowfedges.
Buyer heteby grants a security interest in the Vehicle and any addilional collateral (colleclively lhe collatoral"), and any Additions and Accessions !hereto (as
defined below}, to Seller and ils assigns to secure prompt payment of the indebtedness herein and pelformance of Buyer's other obligations, including any
additional indebtedness incurred as provided by this Contract and any extensions and renewals of the obligations and future advances and Is subject to
paragraph 16 cross Collateral and the other provisions below. The security interest extends to the proceeds of Uto Collateral and the proceeds of any
insurance policy.
Buyer also acknowledges that Seller has offered to sell the Vehicle ror the cash price indicated, but that the Buyer has chosen to purchase on the tenns and
conditions of this Contract.
DESCRIPTION OF COLLATERAL (for security purposes onlY)
v:E:\ft MAKE 1.1011El !'fEWIUSED . PRICEOFVEIIJCLE
_JK"'e""'"'""'O![!rth!!_ _____ _,T_,66,0"-----------"1X,KA,_,D4DE9<>X,_,OBe,J,;2e8"'97,_,2c;3c._ _______________ _,N,.eJ!!W.___ ___
______
oescFUPIION OF TRADE-IN EQUIPMENT
MAKE __ .. MODEL VEIUC'LE IDENliACAliON NUMBER . At.lOWANCE
Total:
ITEMIZATiON OF AMOUNHINANCED .
TOTAL CASH PRICE:
'-
DOWN PAYMENT:
2.
3, UNPAID CASH PRICE {1 2)
4. TOTAl AMOUNT OF INSURANCE (4M4B)
5. FEES: (ltemizo)
6. UNPAID BAI.ANCE {Amount Financed) (3t4+5)
Cash Price
Sales Tax
TIUe Fco
TOTAL CASH PRICE
Net Trade-in
Cash
TOTAL DOWN PAYMENT
SA. Official Fee(s)
5B. Documenl Proparalion Fee
SC. DIT
TOTAL FEES {5A+58+5C)
7. FINANCE CHARGE (Time Price Differenllal {Secllon 17))
$0.00 .
$133,500.00
$0.00
$3_8.00
$0.00
$13,358.80
$0.00
$50.00
$0.00
$0.00
$133,536.00
$13,358.80
$120,179.20
$0.00
$50.00
$120,229.20
$18,213.36
8. TOTAL PAYMENTS {Comracl Balance) (6+7) $136,442.56
9. DEFERRED PAYMENT PRICE(1+4+5+71 $151 801.36
---
A DOCUMENTARY FEE IS NOT AN OFFICIAL FEE. A DOCUMENTARY FEE IS NOT REQUIRED BY lAW, BUT MAY BE CHARGED TO BUYERS FOR
HANDLING DOCUMENTS AND PERFORMING SERVICES RElATING TO THE CLOSING OF A SALE. A DOCUMENTARY FEE MAY NOT EXCEED $50.00
FOR A MOTOR VEHICLE CONTRACT OR A REASONABLE AMOUNT AGREED TO BY THE PARTIES FOR A HEAVY COMMERCIAl VEHICLE
Page 1 of 4 of Security A!}feemMI dated on or about August2'1, 2010 between DELTA PRoDUCE U>., {Buyer) arid Fr&ldiEIIison Trud<. Center, lid., DBA Kenwo.ih
Of SOI.lth Texas-San An!Orlio (Seller) wt;ich includes, wi1h01.11 Nmilation, ::u1 item ol Collti!Crel with 100 ronowtng Vehicle klcnlificafion Number: 1XKA049XOBJ289723.
Cat. No. 128M {CA-9f) OW 06iM PM!ed A.ug-23-7.010 3:13PM
PACOIR
FINANCIAL
PREPAYMENT REBATE: Upon prepayment in full or acceleration, Buyer is entilled to a rebate of !he uneamod Finance Charge (llem 7) computed in
accordance with the "Sum of the BAlances Method'". An acquisition charge of $150.00 may be deducted in determining lh11 amount of the rebate. No rebate Jess
I
The Contract Balance (Item 8) 1s payable to the Seller or his assignee based on the following schedule:
----:-:-----:-:---:cc-----,-----,-:::-c-r=-:-:------,--,-.,..,-------
of Installments f\mount Each Rrst Installment
1. October 8, 2010
48 $2,864.22
I l.NS.URANCE .
4A. PHYSICAl DAMAGE INSURANCE; is required. Buyer may provide such Insurance through any insurance company authorized to do business m !his slate,
although Seller, as to dual interesl insurance, may reject any Insurer for raasonable cause.
Physical damago insurance Is not financed In this contract.
4B. CREDIT LIFE CREDIT AGCJDENI AND HEALTH are not required by Seller. are not a factor in approval of credit, and are not included.
;;URANCECOMPANY . I TE;,; COVE]!]
N/A CREDIT ACCIDENT & . _
Buyer acknowledges disclosure of insurance chmges above and requests and authorizes Seller to obtain coverage checked and include the cost In
r::
DATE
I
BUYEIFREPRE.seNfs:fiu. o\VAR ..-.AANTS .,
The Collateral Is to be used for business and commercial purposes, and not for agricultural purposes or for personal, family or household use.
The Collateral will be titled In the stale of Texas.
Buyer's chief place of business is located at
STREE;T
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
TX
78207
This contract is entered into in the State ofT exas and is governed by its laws.
so.oo
I' ' . . .. . . . . ' '>,...,: "':
7
C.:u;.;c;;lc;;IN'"'ll'-

... -- .. .. =-. -:-.:.-,.--.. . ...-,---..,....._....-.-. -. ..,.- . ....,.-.---..,
For each installment not paid when due, Buyer agrees to pay Seller a delinquency charge calculated thereon at the rate of 1 !4% pet month for lhe period of
.. C)l, a_t __ __or th"t_l su.c..h a delinquency .. charge.is not prohibiled-by-lawrothetwlse at-the highest rateBuyer ..
can legally obligate II self to pay etnd/or Soller can legally collecl.
Pogo 2 o/4 of Secunly Agteenlool da!OO oo Of aboul /mgusl24, 2010be!wccn DELTA AAODOCEC.P., (Buyer) and lrCfidl=EIIISOn Tfild( Ce.nler, ltd .. b()A kenWOI'ih
of South Te:x<\5-f?an Antonio (Seller) which includes, without lilllitolinn, an item with the /ollo-.-,"iflg Vehicle ldenUiicatlon NtJmber:. 1XKA049XOBJ269723.
G"'t. No. 128
PACOIR
FINANCIAL
I. CERTIFICATE OF llnE. UENS.
Buyer Ql'C"!; lho'lt n.ny (;l)ltif..:"'lle rl Tille on lhe C<l!l.'lll'.fAI v.ill slli'M' Sl!l'e ... s inbl'rest (lion) ilnd \\ill
oo prDI'flpl)y Sallet. So:llfJr has the right h hold lht1 Cerlilicata ol Tidll urnll 6uycr pays i>1
indebCsdnass aod p>nf"'"'" all o>lh.e<- undcr tlis Conl.r<l[;l_ Ooyer promisco: not IO g;\-c any oUter
partys hm or security lnlllrQSI ill lhll 'lrithout SOI:Ilf'& Wfilll!n Consl:1fil Buyer prO<Il!$es not to
.,.,;lh of, seB ""k.>ase the Collalet;'lll'wi\Mut Sellet'svi'lilten approvaL Suywhareby
(a) agrees th.11 lfom lil'l'tl Ill time, a\ lhn ""JMIOse ollhe Buyct, Buyer wll po-omptly executa iVMIIJtli\"Cf al
further lnstrumeniS and <f<Xumoots. and dl fuflhor ut.W U.at nta:r' bu r>eeeS5a'Y or do$irable. or lhat
SeJier may in order to pc.ftloel Dr colnd i>ll)' intcrost gr...-.ted or purported to be WS'llod
hereby or to SeHer to exercise and enforce illri ond rc'l'lliXIios h\Neunder Wll'l rMflatl to MY
Colla'.eral, end
{b) gr.Yits to Scl!ct tho po"hC< sign '"'m'>' "'>don 00hil1f cl Buyet ID OJCecu\8 al'ld fi:C applicallons
lor We. lr<lflsfei"O' o1 title, rn:mdl'l!l S131MI'Int:<:. ol ten anll olhcr doruments petta.ining 10 any or a1
o.f tJ\1) CoiiDICI'DI.
2.. ASSIGNMENT.
setler bas the righliO a-;.'iiQil .Ns COnlrar.llo PACCAR C(lffl. )f Seller does il,. PACCM
Ananc1aJ Col]). lake aq of tho Seiler's right, btle and ullfkr this Corlir;)ol;l (lnd\.ldOng Seller's
roterest in tho Collii\ornl). Thom.1ftCI', the Set:E<" ;n ltlis eontr11rJ &h.IIQ rMan PACeM Financi<JI corp.
rus mc.11JS, among Olhcf U'lir.Q<l. IM.t 811)'61 .,.;, t-tl ruquirnd to 0111 under !his Corltroe.l
liradly to PACCAfl fin.;mci>tl C".<>!p. IJuyar agrcos lt\.11 W lhls Contratl, ...W P/ICCAR
Finandal Colp. suos Buyar Ia collOd aov !ji'JIO'..ont Bu'Jcr owes Jo PACO.Il Corp. or to enfomJ any
of Buyer's Olllor ob11Ja;lQns. Ia PACCAR Fir>aooat Corp., 811yolV.'i1 M\Mf;&rt 'allY or Buyer
1\(ls. ..,golnsl Soller es o dclm. dcfonc, or sol<':llf PACCf\R Jll'lanQal Coq>.
3. INSURANCE.
tluyel 1o 1he ronlirJYOUSIV ;n'llmnllt{J'Iir\SI rife, hlft. cdisioo, :a11d any Cl!llcf h.uard
Sutlor by an irl$Uranc.e wmpany has apptoved. 1he amount of ill$UIIIl'lte stl311 bo lhc full
iosor.W!e wJue ul' tlte or lh6 full or a'! obligations Cootnle.l seoJI'es. M'l'chevar is
greater. lhe insurance pol!ey shall ptO'.tide, in a io St>l!or, for payment of 105$10 Set.'er.
Gu)'t!f shall prompl)y 10 Solk:r QJ. ilrequos:OO, ol ilsuraoce tatisfadory to Seller,
each v.ilh 11 Mdor5flflltlnt naning St!ller or its as.sig'IS Bs loo.s-pa)W ns !heir ioletests. rnay
soppear-. The iosuouJCO sr.arr prtrildo thai 11 CCIIltele<.l only afw writJ&n rwlice of ir.otonSan to
roocell\(l$ beofJ delivered to 111 IIJfl (10) days bclofO lhe: CMC.811a00n datft. If tho Colla!erat is
lost or dllmngcd, Sdlor shall havn 6..1!1 P"""w In aNI 01 o il'lli;IJI'ante and to ;;opp!y !hem as
sc.llc( cMosos lo s.:1.tl!'ify AAY GeGllfcd by tNs COntract {v.tlettu:r or ool d.l& or ofheiWiM
tllahH6dl. or to topa'.r 1110 CuUa!mel. II cblains inSUffll'lC6 from., rompa.oyScl!or Ms not IIPf'lWod, or
fills to obtain inwranto. Seller may {but not h<1vo In} obWu a..y fflJr-30CC desires to
pt<>loct its Interests. II doe$ so, Supr :shall upon dto<MI'><I lor Its E!JII)I)IISGS. 8elle-r
shall haVfl llQ iAbolity at All fOI l'flY losses \\-hid! boc:;'JII$A no io5Wance has beBil t:Jbl.a.'ood or the
c.ovtlfi)QO o#thn io<u'AOCB wtl;r.h M5 tootP.O obtairloed is
... TAXES.
Duyer agrees to p::ty bcfOM dc'irw(OJAnt.y 811 &ales a'l<.l O\Mt t.aJ<QS, li<M.fl lilies i!r.d olhcf !)0VIIInrnoenl11l
d'IDrQeSifllf)OHII on tho CotLatorel ll'l sa' II nt use.
5. USE OF COlLATERAL
Bu}'81 agrees 10 kllep Iilii Coll&leral n good rep.1r; lo aoy waste.loss, d."'I''UUgg, or deslnK..ton of u
to the Co!lalt>ral; 1o pre\l&flt eny ,,mlawful US& of lho COiall:fal; and not or <a!!Qw to bo any
chango 1n lhe CQ\'aterel or in il$ body or spedal eqtt;pment, wi!houl. &t.1efs written
oor.s&ffl. msc. of demago, loss cr destruction cf or to tho Co1talrmll, v.ttolhcr not
insm&d agairlsl Sebr INIY e:<amine lho wheto'ler loc.llOd at My tffie, and Buyef wlt mfonn
SAliM cl thA Collaletal'siOOJOiioo upon SeUer'sroqtlfl&
&. PAID BV
Buyer ll9fCCS 10 mfllburs1'1 serer upon o;ft!,rr.and br MY by Seer such M
prM'liums. mp.1!r tilln fa&s, or a11y llfkr S.,..Jion I I. obligafM to p;:1y lha
0'pefl&ell shaQ be sewred by ttJs Contract.
7. TRADE-iNS.
lfBuyor na.s tredW in aroy property . Buyot repr11senls ;rod W<ltl:mfs \h;]\ !he dosc.tij'ltilll of it Oil the fronl o1
!his Corllract is eeomte, thal1he tide c;:Qm'C)ICif is gnn.l a....t ib tr<utsl'ff rightliJ. and that !he- ptopmy is
1\cliverod free fiOIII My inl&resl or olherjCf'l Ol MCUmb!anw.
&. NO WARRANTY.
K 1M Vehid'o there: is no wammty OlhC:I than th11 or JT1ilf1Uioelufcr. rr lh& \l.,tlide is uSlld, it is
sold "AS IS" Bnd '\'VIJH All FAULTS".
HlJ...m. MAt:SES... NQ. WAruwm:.. QE. M!':..B.(;JJNi!AWIJD:. QB._ EQft.. A., pA8JIC!!! AR
ER It1f86 ARE llil..QJJ!E.R.

9. AODlnONSTO COLLATERAL
An)thillg adtle<.l to lho Collatcml, intlvct'TIQ t>lt RQ\ lYniled to ,,....JSmissioos, tires. v.heels, firth
anri eq.Jipment, IA:nks and 110)' ot!'lcf body or stnJCIIlfO lhat becomes part of the
Coll:!:and, shall CDnsllute '.Mili\ions & AAli shall be subjOd to Se!JQ(s security inlerost. ".II
MditionsA ll.o;:olssioos rnosl tL1y .,.,;lh the Coltal&tal if it is tepcss&ssed or retwned 1o Set\&!'
tO. DEFAULT.
Time Is. of the in this Coolro"M::l 100 due datos for psyment5 end lhe perfDRIIaOCB of 100
obrogations undor lhb conttaet <tfe among its most eru(;ial pn:Msion:s. Buret shall bn ill dclault urnter \tis
COn:raet upon the OOCIJITMI'.e d any of the. follov.ing:
(a) Uuyor /ails Ia pay on or lho dua d<IIG the (l.tl orr.tOU'\I of .any schedoled pJyi'OOIII, taxes, irlsurance
premium. ot olhorobligalion l:i&C:Ured by !his COnlnlcl or under (lily othi'lr instrument or agreern&fll;
{b) Buyel fails to perform at'I'J of Buj'el's cbl"ogalions under this Coolraet;
{c) Any t&prescnlalion Buye.o" Ius made 1n this Coole act or In atrl .ap:cetion orin.Mcial s1.1tement
Buyer Ma gio."iin in COI"lf'l(((;;'on Y<ilh lhS uedit $CQ.Jre\J by tha Coollact tums out to be f&lse;
{d) Any check, mlfl or Ql.lw.f lntJrumeol given lor a p:l)menlis dis1\onorad whan prli!SCI"!ed lor
(o) Tl" ;s seized ar levied Up!lll under My aega! or ga.wnmen!ol pmce5s agairn;t
8uy11r or 11\o CoiiOJielill;
(I) Ouycr's death or sttbj!W;I to !nsolvllnc:y f,t'OCNdings as defined in !he Commercial Coda or
I>UwmD$ sub}K:t 1o briruptc.:y;
(g) Ouyer defauiiS In the or perfo!'mance cl any dher In c:orooctiOn any clhor
obligation owed to fiMndal Co!p. fnr borJOWIId monoy,
lh) Any IJief9&r or tho boIO'..,..,r v.ilh cr nny parwn, ot llll)' sale, lrim5.'er,leaso or o\h(l(
disf>OSition (l'wfloUmr Ju ona lran:sact'on Ol a series of lrMSadions} of *' ot sub&tanlially all of lho bu}'111"t
eM-9111 w'.thout lh& pK. approval ot PFC.
(i) in the Chief Exewlive ar:ot'or lhe Chier Anancial OffiCer ollhe DuyOr prior
ootil".caliOn tJ PFC. .
(j}Soler d&eiJlSlha fld<lngerol CQn(iSNiiofl,datM(Je, ordestrudiorL
11. REMEDIES.
II BUVff dofau'ls UIJOor thb Coo!1Dct. S$1!er may. at i\s option, with or v.ithout notice to Gu)"Cr.
(a) Docl:ue thisContrar.t to ba In defeu.'t
{b) Oedare tho ontl:) of the U1lp3id T1me llal.anoe, aftllt de<luctq, ur'IOOtno:d"litl'le Ptito Oilleren\iat
Po ecwrdance ,.,;lh tho (IJ'Iplicab!D $!:111'1 i<lw, and otlte! dulrge!l ai'IIJ indebtadne.ss 6e(:U(cd I1J lhl$ Cot!ttact
due Jll'ld J>i)yilble. V.1'!hout p!Oiest, pmsen\rl'.ent demand or oolice (including bot 00[ limiiBd 10
nolioo fll inlenlloao".elefale and notice or ooceleraliool. all of Which. 3llCI
(c) Exerdse iLl of lho riglts and mtiKid."Gs of a $1X:Uled p#Jilyundllt \he UoiiO<m COmmercial Code afld 1111y
aliter applicable 11\ws.
In itdd'.tion lo too foregoiBfj aod f1IJ'/ olil &lief has under 1ho law In cffeet at tho t'mo of default ttre
foflo',o,ing p!tro'islons 8hBII apply;
(d) On Solltf's OU)'Cf $Mil <leln.'Cf f.olMeS.S!on of the to SeUcr til a place SOifer
tle!Oignatcs IM.<;ooaN)' CllflVlii'Oienl to bath parties .
(e) m.1y enter MY where lhe Col'e!wal rn.ay be found elll1 tako pG$S&ssiOi\ of it Wthoul
r.otir.e. damand, or l.ugal pmcaedin{Js. provided StXhen'$Yb itl compliance YA\h law.
(f) shall fjva Buyer at leas! len (10) days v;tittttn notico of MY aakt of lhe COllateral, v.ilicll Boyer
agrees 10 be teasonablo notice. Nolie sh.aa be g.,en at the addless In tt;.s Coo!J'&clOf other A.1Ch
addr&SS as Buylll' rn.ay &pOOfy in 1o Seller. Nob shall be ellecllve v.hvn doposlted In the mails.
postage ptepQ'd, addressed as ptovideQ eW.....
(g) of rctalclng, holding, prepMng ror So'll6. end tho like sballllldude, to lho lutt.'SIIlxtent
pMnitJed by Ia:..,, (i) lho !coo of 3-I'IY Bl!omeys retained b/ Selk!r, and {li) aft other expenses Incurred
by Seier.
(h) Buysr agtees that it Is labia for Md W.U pay anyde:6ciency resu!tilg from iiTrJ clf.PI)$ititllt of !he
co:lotr..ral aflwOefaull
12, NO WRONGFUL POSSESSlON.
B.Jyel egre6S thai if Se11cr lh8 Co!la!(ll.al or olh&rwlse ob:ains posse.ssion of il. Sel!e:f v.tll not
00 in wrongful d <.Vrf propm1y QJn\alnod In Ulo Collaieml or attachotl to it in v.tich Seller dol:)s
1'11)1 have a SI!Cllri!y inlerosL Soler agroos Ia fi'IGke any $I.ICh property avatlablo b lkrYr lo laltit bKic eta
p:aoo roesona.l;!ly tonYOOietl\ to boU> parllos.
13. VARIATIONS OF CONTRACT.
Uo ofiiWs Cantract may be changed or emondad unms tty A Will !en =ntracc. signed try Seller.
SG/Ier's BC:CCpiMe or lato psymenls doos not moan that Seller Is tlb!i!Pted to aoocpt any Ia!& pa)'ti'Kinl$1n
t11e fu!llle. Nowalvel' IJ4' any derau!i:shall oporsle tiS aw.1iv6f or any otherde.faull
14. ENTIRE. AGREEMENT: SE.VERABIUJY,
ThiS contract and lh8 atl.adlcd Elo:hibib and Adlenda is lha complele and exclusive of rights ond
dulles bo!ween Selor l'lnd Ouyor, 1r 8JlY prD'iisioo is ttnen!otcaab!c, it shall be deemed orrini'Jd ?rill\oul
alfocling lhe enfot0ab)lly of the pmvl$1oo!;.
Pagel of4 of Sl!curity Agreenletll doted on 01 rtbnut/\ugvst24, 2010 between oElTAPRonOGE LP., (BUyer) mid FreiiCh-EWson TruCk Center, lid., OBA Kcm.-orUI
pt Texus-San Antnnlo (Sel!.et) wttkh indldes, Without tifllitatlon. an item of Collaieral with the folloY.ing Vehklc ldanlification Number: 1XKA049XOBJ200723.
.S
Ccd. NO. 1268A (CA.97) fe>JiiS OW VcJSion 4.612 DW69 0 AL ARF PunedAug
PACOIR
FINANCIAL
15. BAD CHECKS.
a r.hoo;:, dra!l or urdl'!l tfveo by Of oo tohalf of BlJyer for lho purp:e of payment of 81Tf
chli!,ptl6n aoi$ing ulldar llJls COllliad has been flishl)ntf&d fOf lai:k ol lund!. r.r oedit 10 pay the illmr, or
because aw;N'l! has ooen or fM any other roaroo, 5e'!ar Of il$ asslgtls IO.ill assess aod 8-u'ter
MR ptompUy p.1y 11 $50 lee per dish<.'ln.':Wecl irem,1;1r the arnou11t ltliWo'Cd hi' ll.ppt'(:al)!e stat& law. If
kMw.
16. CROSS COLLATERAL
Buyer to SaUer eny assignee of Sei:Cf a inlerest in the lho J'i')"nenl
Md perlotm<mco of r.ll HI/SQfule ;mt.l <Ill ronl'ngt..-.1 i!KI iab'.!i!X:s of fluyef to 1o SlK:h
ass\gllooo o( Se!lflf, now elliSlii'IIJ Of hP.te11-ller .ari$1'1g, wMtfmr ullder U!is Coo'.md or 3/IY olhor
and v.t.elhff d\Je !tiredly cr lly a<;,o;i!JlY1len!; provided, h<:wevcn, UjXIII auy assig'm9nt COtl:mct lrf
Sulllll-, lh8 be deemad, mt lh<l purpose Ql this the on'y party a seo.rrity
intorestin 1M Colla!Cfli.t.
17, T1ME PRICE DlFFERENTlAL
Tho p;>rtjcs agree that during lhA !RIIll of !he Con!rart, eff&cliva daity Thno t'IW:fl Uifferon!i.11 rTPD1
.ti.9:S% pelwnl ptlr <:0tf1901Jn00d <i!ily on unpaid
balaBtEI ('Buye(s RAte'). The TPD liue each monlh be equ."II to the wm d lhe dally TflOs the
monlh. Based onUM Duyer's Rnto 01nd a<>sumirw.} IJJ;U all payments Mil liiiWJiy made,II"IO aggregate TPOW'(I
bo or lal11 pi<)1!lents DVI.lf the term F>f tho Contraet IMI 1M actual 1\1199(09al& 1PO,
roo nmo Ralarw".eand Ill a Total Time Sale Price to bn<tifferenl than d:st!Mod. Ar<r delay In pa.ymen! could
C<lll$8 those to be greater than re$01\illg In <1 larger rnar or "OOI!Mn" 1<aymenl Early
paymentu:ould those amounts lo 00 less lh.vo resulti11g a sm<tqer or
pa}lnlanl or redUCOO numhor ol payments. lfl no evMt &h<t1 R<<ya< be required lo pay Werest in OC':$$1\ ol
the mallimum ra!e l"ty law d li>ll state ho!ving jurlsdic.lin11 <W'#" lho lrot!Saction.. The ln!eollon of the
parties Is 10 contorm lo appSc;U.o!A USUI"f bws, Y.bldt may re<Wee tho Bu'/ll"s Ralb 10 tho
rna;.imu<n amount alto>I."INI undcf sur..h u!il;ry IA"'l< nnw w heeaher in eflecl
18. FINANCIAL.IUfORMAnON.
Buyer agrees lo furnish Seier promp!ly .,.;ttl <Jny sl.alements 01" O!her infolm31iOO v.h:r.h may
reasoo.1bly lf:IQUI!!SI rrnm lime to a;.-....e. My atld a11 fiAAr'\Ci11l sl:t!O<J)(:n\3 w:ll be prepared on a basis of
g.111nrally ar.t:epled a<Unlino Pfhdptes, and v.m M an::l D){I"Ot.l and fa'dy PfO&Cnl Buyer'&
!Onancial oondotion as uf the !hereof. SefN may a1 any timn El)(3,11)iffi! the books and rec.on:ls
of Buyer aOO mab copies 111011)0(.
19. CIIAITEL PAPER.
Thl$ spemic Seasrlty J\gri'!Mlanl ;s lo be &old oofy to PACCAR FinandaJ Cotp. end is subj$;2 k> lha
scauily Interest of PACCAR Flnaroc:i.11 Cotp. Tha only COfT'/ of 1hb. Soouoily Ag!eem...""'<lt which
Otallel fDf a1 pu.poses of the Uni!Mrl Comrnordal CoOO is the ropy tllafked 'ORIGINAl FOR
PACCAR FINANCIAL CORP.' which Is oo:ive<ed to Nit! h!!ld by PACCAR FINliC:i.al .corp. Any chango Ill
the name of 1M of this Security Agfoomonlfrom PACCAR FI!Widsl Corp.. shalt lender the copy of
an;s Sar ..wity flgrooman\ EJ) Vla11ged VOib 8JJd ol no forte 811d ulfect. No assignee w secured party othCI'
than PACCAR F'ttl..'li'ICiill Co!p. wil Vfll.ler tirrumstances acquire acy righls 01 II;) this Security
AQI"eament or any fo!Jms ll).cepllh.11 PACCAR f1ROJncia1 Colp.. may, by a 6epamte wlillllfl
assigrT!Ienl5g"ned by PACCAf( l'!nanc!al assign lis Interest reoehled hereunder.
20. PREPA'I'MENT FEE.
Buyer shall h.,.,...lhe ri9M to Pfopay all part of duo ....ocr Corltracl at ;my
tn C<:>rtSld8f11!i<>n or such prepaym.enllif)ht, and as. eo<npcnsa:ion to Sedor JOfthe ross or tlto beuefit of
its unless by appt;c:;able state lew, 8uyet alSo pay lD 8ellat a porcentago of tho
amount of lhe being prepaid equal to 1112 of 1% (.OOOS3) RUtlp!i&d by lho f\UOTiber
ot full monU1s re<Min\r"J in tllo tetmQflhe Conlr.Jct Of the maximum tale al!owed lll"ldet applicable state L"lw,
-
21.1diSCElLANEOUS.
(a) Thltl Gootn:Jtt W:t be tindlng, jointly anti $11\'Cfo1"ly, upon All paltle.s daM:ribed as the and lhelt
raspoCiire helm. tw:wlofs, repreSGnla&.'EIS, Gua:eSSQB and RsslgrJs. Md $11111! inuro lcllhe. beoofll of PFC,
it$ li't.lteeSSOtS llnll
(b) TWs Cmtract ami otlle< ev/dcnta of t!"le tnd&bl:ednass in eoMGt"..iof! hEwtr,o,ilh may be
by Seiter to th:KI pany v.ilhout notice to Buyer Mil Ouyor hefeb'J MY defense,
covntordaim Qt" cross.u.wnpfainl Ouynr ao;p:lnst any ass)Dnoe. agtedng that Se'ier shall bA SO'.cly
responsib!o thetefor.
(c} Buyct Gel<oiO'Niedgo$ a 1rut1 r;x)VfOIIhl:s c.ontract. $l1d wai'l'ftS Buteo!.
a. WAIVER OF .JURY TRIAL
En.epi: as OUlGmise provi(jad by Sl.11il hw Debtor ilnd seaJrfld Pafy NCh waNe any rJghTIO haVe a jury
In rosolvin9 f!tlTJ diapute, whether $0UIIding in tort, or UlhctV.i&e, betweco $ec:ured
PMy Oeb!Clr ari5Ylg out d, connoct&4 Wi\IJ, rttlall!d 16 or heideni.Al to lha relati00$llip
00Moee11 thclm in connection I'Mh this Seo,rity AQrearnent 01 Olhet docuirKml agtenroonl
IIJ!eo.Jied Ot deflvered io ttmnectlon ... ttn or the transactions tela!Gd thereto, Vebltlr and 8euJred Patty
eath hereby 3!.JreO Mid (()()$:Cflllbill eny such dilim. domard, acfon or eauk\ 1;11" adioo $h.111 be docided by
.oUJt trial a jury and that either may fila an origflal counletp3rt Clra OOfY'I S&eurity Aurenrltl!nl
wlll"lanr rourl as \l..ti!l<m evidenco of lhe consent of the parties ho!&to Co lhe waiver ol thelt tight tn Ilia I b'J
'""
NOTICE SEE ALL PAGES FOR IMPORTANT TERMS WHICH ARE PART OF THIS CONTRACT.
UNDER THIS CONTRACT.
NOTICE TO BUYER
1. DO NOT SIGN THIS CONTRACT BEFORE YOU HAVE READ IT OR IF IT CONTAINS ANY BLANK SPACES.
3. UNDER THE LAW YOU HAVE THE RIGHT TO PAY OFF IN ADVANCE THE FULL AMOUNT DUE AND UNDER CERTAIN
CONTRACT TO PROTECT YOUR LEGAL RIGHTS.
BUYER ACKNOWLEDGES THAT A TRUE COPY OF THIS CONTRACT HAS BEEN RECEIVED, READ, AND WAS COMPLETELY
To contact PACCAR Financial Corp. about this account call (940) 484.a100. This contract is subject In whole or in part to
Texas Law which Is enforced by the Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(800) 538-1579; www.occc.stato.tx.us; and can be contacled relative to any inquiries or complaints.
SELLER:
BY:
DATE:
Jame lis
Augusl24,
r, Ltd.
xa.s.::san A"ilfonio
BlJYER
TAXID:
BY:
DATE:
.P.
Page 4 or 4 of Security Agreement doled on nr 7\ugust 24, '2i.l10 between DEltA PRODUCE L.P {Buyet) al'ld FrenCh Elison 1 ruCk &riter, UJ., DBA kerrflOrth
tJf South TextlsSfln 1\nton:O tnc.ludes, without lim.lation, en item of Collalcralv.ilh lhc folkw.ing Vchlc.fe ltlentifiealion Number: IXKAD49XOBJ289723.
Cat. No. 1268A (t:A-97) Texas OW Vers'OO 4.61.2 o6J(t9 ORIGINAl FOR PACCAR FINANCIAL CORP. Prinlfld Aug-23-2010 3:1"li'M
PACOIR
FINANCIAL
CROSS-DEFAULT AND
You have purchased one or more Security Agreement Relalllnstallment Contracts and/or Equipment Lease Agreements (herein designated
"Accounts") arising from the sale or lease to us, by various vendors or lessors, of equipment and/or inventory (herein designated. "Collateral"),
and/or you have made direct loans to us and/or leased Collateral to us and/or otherwise extended credit to us evidenced by Accounts creating
security Interests in Collateral.
In order to induce you to extend our lime of payment on one or more Accounts and/or to make addilionalloans to us and/or to lease Collateral to
us and/or to purchase additional Accounts, and in consideration of you so doing, and for other good and valuable consideration, the receipt and
sufficiency of which we hereby acknowledge, we agree as follows:
1. All presently existing and hereafter acquired Collateral (the description of which Is Incorporated herein by reference) In which you have or shall
have a security Interest shall secure the payment and performance of all of our liabilllies and obligations to you of every ldnd and character,
whelher joint or several, direct or Indirect, absolute or contingent, due or to become due, and whether under presently eXIsting or hereafter
created Accounts or agreements or otherwise (herein Individually and collectively designated "Obligations").
2. We fur1her agree that your security interest In the Collateral covered by any Account now held or hereafter acquired by you shall not be
terminated in whole or pari until and unless all of our Obligations to you are fully paid and sallsfied and the terms of every Account now owned
or hereafter acquired by you have been fully performed by us. It is further agreed that you are to retain your security interest In all Collateral
covered by all Accounts now owned or hereafter acquired by you, as security for payment and pertormance under every Account.
3. A default under any Account or other agreement between us shall be deemed to be a default under all ot!1er Accounts and agreements.
4. Upon our default, any and all Accounts and agreements shall, at your option, become Immediately due and payable wllhout notice or demand
to us or any other party obligated thereon, and you shall have and may exercise any and all rights and remedies of a secured par1y under the
Uniform Commercial Code as enacted in the applicable jurisdictlon(s) and as otherwise granted or accorded to you under any Account, other
agreement, rule of Jaw, judicial decision or statute. We hereby waive, to the maximum extent permitted by law, noUces of default, notices of
repossession and sale or other disposition of collateral, and all other notices, and In the event any such notice carlnot be waived, we agree
that if such notice is mailed to us postage prepaid at the address shown below at least ten (10) days prior to the exercise by you of any of your
rights or remedies, such notice shall be deemed to be reasonable and shall fully satisfy any requirement for giving notice.
5. All rights and remi:tdles granted to you hereunder shall be cumulattve and not alternallve, Shall be in addition to and shall in no manner Impair
or affect your rights and remedies under any existing Account, agreement, statute, judicial decision or rule of law.
This instrument is Intended to create and cross-securlly between and among all Accounts now owned or hereafter acquired by you.
This agreement may not be varied or altered nor its provisions waived except by your duly executed written agreement. This agreement shall inure
to the benefit of your successors and assigns and shall be binding upon our heirs, administrators, executors, legal representatives, successors
and assigns.
IN WITNESS WHEREOF, we have executed this Agreement this 24th day .....:2D=l0::._,
Bus;ness '
DELTA PRODUCE L.P.

..
J n,Preslen
Page I nl1
PACC4R
FINANCIAL
SEllER'S ASSIGNMENT
FOR VALUE RF.:CEI\IEO, Seller Identified on the fm:c of this Security Agreemont - Retail
lnstaRment Cootr'dct {llw contract') saHs, tr.ln5fm>, oocl oas.signs to f'ACCM Floancial
CQI'p., its successors and assi!JnS (coller.tively Assignee"J aU of Seller's right, ti1lc and inlorest
under, In nod to lho Cootract {ind.rdii'I!J oollaleral therein dasCiibad), guar8flHBs ol Buyer's
obligations, and insurance policias find proceeds thereunder. TI1\s Assignment Is subje:t to
acceptance by Assignee at its offices, as iwJir.ntcd, and is (u!lher subject lo UJC provisions ol
MY vrxhulyiny agreomonl between Sl:flor ond Assignee respGcting ac:qvili-llkm of Ut$tallmenl
papQr (lhe "Urritcd Agroomonl").
In flny event, if any of the folk'Jwing rQprcsP.ntatlons fJr w:urantles Is SellorutlcondiliOnally
ag1BB!i to rcpurd"Jasc from A!.slgnee, upon demarld,lhc Contfad, and pay Assignee in cash the
b'alanoo remaining unpaid thereunder plus any e)'penses of c.o!laction, repossessfM,
lranspo.-tolion and storage, and 11Uornoy"s fees and court costs im;wred by Assignee, less any
customary refund by Ass!tJilCO of u!learmxl finance r.hAf98S. In addition, Seller agrees lo
indemnify Assignee lor any loss or expense by reason of any cJ:tlm Of defense Buyer
may have against Seller.
Se!Jer represents aod wertanls lo A<;.o;igll(IC that:
(1) The property 01 servicos described In ttw. are accurately have
been delivered to acr..cpled by Bli'Jer under a bona lido cleferred payment lratlS..'It1ion as
In lhe Cooua, and thai oil obligations of Scncr to Buyer respecting sale Bnd delivery
of propttrtyor seNK'.as have boen fully ll(tr[Qrmed;
(2) Any down paymatll refle<:ted in the Controtcl has beP.n reoolvcd, and 1hat the lime Bakln<:;e Is
al>solulely owing and fJiiJ'rf'IOnllheroof is not subj&c.llo any defense, counlardaim, setoff
or deduction known to SeHer;
{3) Seller has no reason lo beliave that any statement, representation or warranty of lhe Buyer
or any uuaranlor. whether maQe In the Coolrncl or In >nocdion ...,ilh Seller's extensi011 of crodit.
is incorrect in any matQrial H!Speet. nor has S&llcr any knllllvlcdge of any facts impairing lhc
validity of the Contract (If diminishing Its value;
(4) lrn;urance in such amounts and or such covernge as 1$ required by the f'.(lfllracl ts effeclive
in resp&d of property described irllhe Contract, and that A">Si.Qfleft's lienholder interest Is fully
proter.tcd by such insurance;
(5) lho Contmcl fs the entire agrecme111 Q( Seher and the Buyer thereunder, has been ecqulmtl
in the regular course of SoiiCJ"s aod that H and any guaranty thereof each Is valid and
genuine lo all rospects and is tegally enforceable againsl aU entities and all per:sOJJS by \'lhool it
pmports f() have been executed; and that Seller has good and volid tide lhereiO and full right and
authority to soD the Contract and lhe seCtJiity Interest Ctoated thereby to Assfg;neo hereunder.
(8) The sooority Interest cmalcd by U1a Contract tnnstitutes .,. fitstrank lien upon tho PIOperly
described such security inklrest end lhl$ As.'>i!vuoont then:of to Asslgnee heve
been duly perfected as required by applicable lew (except Insofar as bsuanoo of ooy Cortillcate
of TiUo wllh Assignee's Hen notation thereon is presenUy pending folklwing due appf'lc:atlon made
lhe1'8101'); end that tho Coutr(IC.I anct property lhelein desaibed aro trea of all other liatl$ or
enet1rnbranees;
(1) rhe Cootmct has been validly transforr&d to As$1gnee. thai no part of the indebtedness
represent&o.J lhureby is past due, and !hat no default exists on lhe part of the obfigorthe1eunder,
ond that ell lege! fe(!trlromenls or any jurisdiction applicable to lhe transaction from which lhe
COntracJ. origlnaled, and ;;lppfic.ibl& to Ilia Contract and lhe Assignmeol, have been satisfied.
In addition 10 any of Seller llndAr ltm foregoing A.'>!Jymncnl, Seller sholl have the following liabiity to Assignee 11ndtr the Umited liability Agfeemenl:
X Non-Reeourse
Umileo.f lia!Jility- Percentage ol Contract Payofr ___ %
Umi1ed Liability, Olhcr
Full Recour.se: If Buyer to pay any on the Contract when due, or If Buyer is olheiWise in default t.ltlde:t tho lemlS ol the ConlfaCI, or if Buyer or SeHer becomes. insolvent or
makes assignment ror tile benefit of uerlitors, or if a ror a receiver orin bankn.ptcy rcd by or against Buyer or Seller, then in eny ol such &\<etl\5 Seller will, without requiring
Assignee to proceed against Buyer or any other person (If any seouily, repurchase the Conlract on demafld and flay Assi!Jnoo irl cash the balance remaining unpaid ttnueunder pjus
any of collecllon, repossession, lrant;pOrlalir:m and stora!J&, and reasonable allomey's recs and wsts incunsd by A$s!gnoo,less any customal)' refund by Assignee of
unearned finance chtuges. Sclterw:lives all rights arising underlhe Umited UsbWty Agreament relating to any failure on the part of Asslg11eo lo obleln pos.sossion within 180 da)'s..
ASSIGNMENT: The foregoing contmct Is hereby assigned under the terms
of the seUer's Assignment" above.
Truck Center, l , DBA Kenworth of South
SEllER
BY: Jarres
ACCEPTANCE: The foregoing assignment Is hereby accepted.
P.O. Box 2144,
D.sn, TX 76202-2144
!'\ l'1W<L
BY:
TITlE:
DATE:
Solei's ASstgnment for lhe SeCU(ily Aotcem11nl dateJ on or ab0u!August24, 2010 6Ctweeo DELTA PRODUCE LP. (Duyct} and fronCM:llison Center, Ud.bBA Kenworth of SOUth Texas-
San An!O(I!O, DBA Kenworth of Sou \II Tf1xas-San Antonio (Seller) which includes, Yli!hou! limitaliOO, an Item of Colla!efal with lhc foDowing ldenlific<!lion Number. 1XKA04UXOOJ289723.
Cal No. 126M(t.:A-97) re:ras OW Vers!on OUI.Z o6/oo OHIGINAL FOR PACCAR FINANCIAL COJw. Ptlntod Aug-23--2010 3:13PM
12-50073-lmc Doc#24-4 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit C Pg 1 of 5
PACOIR
FINANCIAL
s_gLLER BUYER
NAME
Ftench--EIIIson Truck Center. Ud.
NAME
DELTA PRODUCE L.P.
ODA Kenworth of South lexasS:an AnloniD
PLACE OF
9010 lntorslato Highway 10 East
BUSINESS
Converse, TX 78109
STREET
2001 S LAREDO
JMILINQ
PO Box200167
AOORE:SS
...ODRESS
Son Anlonlo. TX 782?0
MAIUNG
2001 S LAREDO

SAN ANTONIO. TX.mPT
Seller hereby sells, and Buyer {meaning all undersigned buyers,jolnOy and severally) hereby pUrchases. subJect to the tenns set forth below and on any
aHachmenls hereto, lho lollowing described vehicle (the delivery and acc:eplanco or which in good order Buyer hereby acknowledges.
Buyer hereby grants a security lnlerest In the Vehicle and any additional collateral (collectively th& eonaterar), and any Additions and Accessions thereto (as
defined beiOYJ), to Seller and Us assigns lo seCllte prompt payment of the indebtedness horein and perfonnance cf Buyer's other obhgations. including any
addiUonal Indebtedness Incurred as provided by lhis Contract and any extensions and renewals of the obligations and future advances and Is subject to
paragraph 16 cross Collateral and tho olhor provisions below. The security Interest extends to the proceeds of the Collatoral and the proceeds or any
Insurance policy.
Buyer also acknowledges that Seller has offered to sell the Vehlde for the cash prico indicated, but that tho Buyor has chosen lo purchase on Ulo terms and
conditions of this Contract
DESCRIPTION OF VEHICLE COLLATERAL (for only)
YEAR ldAKE MODEl VEIIICLE JOENTIFICATIOH HUMBEk
,..;-;-
NEW/USED ' PRICE OF VEHICLE
2011 Kenworth T660 1XKAD49X7BJ269721 New
Total:
DESCRIPTION OF EQUIPMENT
YEAR p,IAkE MODEL VEJUCL IOENTifiCAllOH AllOWANCE PAYOF-F PAYOfF DUE TO
Yotal: $0.00
ITEMIZATION OF AMOUNT FINANCED ,. ' '
TOTAL CASH PRICE:
I.
DOWN PAYMENT:
2.
3. UNPAID CASil PRICE (1 2)
4. TOTAL AMOUNT OF INSURANCE (4M4B)
5. FEES: (Itemize)
6. UNPAID BALANCE (Amounl Financed) (3+4+5)
Cash PricG $133.500.00
Sales Tax $0.00
TIUe Feo $38.00
TOTAl CASH PRICE
Nol Tradeln
Cash
TOTAL DOWN PAYMENT
5A Ofnclal Feo(s)
58. Document Preparation Fee
SC. DIT
TOTALFEES(5A+5B+5C)
$0.00
$13,358.80
$0.00
$50.00
$0.00
7. FINANCE CHARGE [Timo Prlco Differential (Section 17)}
$0.00
$133,538.00
$13,358.60
$120,179,20
$0.00
$50.00
$120,229.20
$18,198,00
8. TOTAL PAYMENTS (Conlracl Balance)(6+7) $136.427.20
9. DEFERRED PAYMENT PRICE (1>4+5+7) $151 786.00
.$133 500.00
$133 500.00
A DOCUMENTARY FEE IS NOT AN OFFICIAL FEE. A DOCUMENTARY FEE IS NOT REQUIRED BY LAW, BUT MAY BE CHARGED TO BUYERS FOR
HANDLING DOCUMENTS AND PERFORMING SERVICES RELATING TO THE CLOSING OF A SALE. A DOCUMENTARY FEE MAY NOT EXCEED $50.00
FOR A MOTOR VEHICLE CONTRACT OR A REASONABLE AMOUNT AGREED TO BY THE PARTIES FOR A HEAVY COMMERCIAL VEHICLE
EXHIBIT
,,
c.
Page 1 ol4 ol Socunry Agreement datOil on or a&:lul Soplom&er ti, iOIObeJween L.P., (Buyor}anJ Freilclt:Ehr1on fruck Cantat, ltd., bOA
KenWOith of South Texa,.San Anlonlo (Sellvr) v.tlkh lrdudes, without limitation, en Item of COI1ateu!ll Wl1h the following Vehlcta ldenliliution Number:

'Oil No. \2a8A (CA-97) T ox.as. OWVOfsOfl 4.61:2 06109 ORIGINAL FOR PAtt:AR FINAFlCIALCOHP. Pnn111d SotJJ-22-1010 ti:4 lAM
PACOIR
FINANCIAL
PREPAYMENT REBATE: Upon prepayment in full or acceleration, Buyer is entitled lo a rebate of the unearned Finance Charge (Item 7) computed In
accordance with tho sum of tho Ba!ancos Method. An acquisition charge of $150.00 may bo deducted in determining tho amount of the rebate. No rebate less
than $1 will bo paid.
I PAYMENT SCHEDULE
Tho Contract Balance (It om 6) Is payablo to lhtl Soller or his assignee based on lho following &chodule:
First Installment of lnstrtllments Amount Each FHsllnstallmcnt No. or lnslaflmenls Amount Each
1. November 6, 2010 48 $2,883.90
INSURANCE
4A. P.l::nICAt DAMAGE tNSIJRANCf is requirod. Buyer may provide such insurance through any Insurance company authoritod to do business In lhi:i stata,
although Sellar, as to dual interest Insurance, may reject any Insurer tor reasonable cause.
Physical damago Insurance Is nol financed In this eonlracL
4B CRFniT LIFF CRmiT ACCIDENT AND HFAlTH I . db S II f I I 1 r d"l d are no reqUire y e er, aro no a ac or n approve o ere 1 , en
I DESIRE:
' ' INSURANCE COMPANY .
N/A CREDIT LIFE INSURANCE NIA
N/A CREDIT ACCIDENT & HEAlTH INSURANCE N/A
I" I d are no me u ed.
, TERM
.,-
COVERAGE
..
""
FEE
N/A .00
N/A $.00
Buyer ecknowiedges disclosure of insurance charges above and requests and aufhortzos Soller to obt;:un insurance coverQge checked and include the cost In
item4.
[BUYER DATE
AGGREGATE AMOUNT OF ....... BI II
BUYER REPRESENTS AND WARRANTS
The Collateral Is to be used for business and commercial purposes, and nol for agricullural purposes or for personal. family or household use.
The Cotlateralwill bo tilled In lho state of Texas.
Buyer's chief place of business Is loc<1tod al STREET
CITY
COUNTY
STATE
2001 $ LAREDO
SAN ANTONIO
BEXAR
TX
ZIP CODE 78207
Buyer will immediately nolify SeHer in writing of any change In the above address or location.
This contract Is entored Into In the State of Texas and Is governed by Its laws.
I DELINQUENCY CHARGE ;
$0.00 1
For each installment not paid when duo, Buyer agrees to pay Seller a delinquency chal'{Je __ thereon at tho rcJte p_er __ tqLUJ_l)_ ..of ____ ...
delinquency or.- ot ..Sellors oplion, 5% of such installment; provided that svch a delinquency chnrge is rfot prOhibited by law, olhetW!se at the highest rate Buyer
can legally obligate Itself to pay and/or Seller can legally collect
:i2:, ;(b;vy;e;:) a:n:d OD:;;A;.;:;;;:;: J

Kenworth or Sooth Teas..San Anlonto (Sellel) which lrtcfodes, without limit., lion, en Rem or CoUalerel wilh !he kltowlng Vehicle ldentitlca!ion Number.
1XKA049X78J289721.
fex.as OWV<.r51()fl U11:2Mlil9 OhiGINALfOh PACCARFIANGIAl CORP.
PACCCIR
FINANCIAL
t. CERnFICA.JE OF TITlE liENS.
1greo5. that
1
ny CNiilic:at. cllil!e on CdlaWal ..,;u \how Jntar11SI and Will
be delivered prompll)' D Soltot hils thll right C.O tdd 0'101 Celtlflelole d 'Iitie ul'ltil Boytot P4Y1 a.'l
ntab!edoou end perlotms &f Olhfr obli!PtiOf'IS ondor INs Contract. Buyw promi(.&5 not to rJv$ 1ny oCtiOI
P3ft11
01
MOJroly i1Le&$l In \tle COI'.at&f&l Wllhoul Snllot't ....,lton Buytr plomiSM pM
with po$-SOU!on of 1-811 or lol5e lhe Coftatoralv.ilhOul SolO( I writ! en B\J)'O(horoby
(a) 89'nstrnll,...;., l!mG 10 bmo, at thO 'P'X''e ollho Buy6r, B!J)'8f promplly Md doiver
11...-thlw doo.Jtno)nl!l, fW"'d tAko til action lhal may bo or IX thai
SoiiGo' may roquost, In ordot 10 porfod: or protect any &OOJI'ilt irllllf"Dsl (71111od 01 purpoo-t.e<llo be g-anltd
hofeby ot ID (nBble Sol61 to and eroforc:o its a/WJ I'MTll!'d;aa here\111der -M!h rllsped to IIVl'l
Collaietal,tnd
(b) gtBI\\JI 110 SQIIIIi 1M -'ott Buy&ts .,.,., and or. b&Mif Ouy.r b tJ:ecule nd fiJIP!a.lions
b Iiiii, lr811Sfura of (>nendng llQiiwt; oll.n Md Olhef6ocum6<'1!.$ pottalnlng kl an.y Ot a;!
(I the Collt!!Wlll.
1.ASSIGNMENT.
Sell01 h&s !he right 1o assign lhls Coart ID PACCAR Financial Corp, If o;looes i[ll'l il, PACCAA
FttJanci41 CQ(p. wll t.ka 811 ol lhtl So1&f't IIOht. ti=o and \<\WI$1 Ut.dOI' Olia Conltad (i'KJI!ding Sollor't
Wllorotlln lho Collateral). ib&t68fleJ, 1he l&fm "Selle<" n lhlt coniMd. WTl m&an PACCAA 1'"11\&r>dal Corp.
Thi ai'TIOI'Ig otlw 1111'10', thai flu'tt>l' '11/!11 W roqdred 1G nlalt lhe undet INs Cttrad
to P.ACCAR F"r'ollnd&l buytY IIQO'Nt If &!P.ot aWgtls this CCn!rad.. and PACCAA
f'Sf\Ondal Corp. wot Ouyorlo c:ollect !ln'IOUI'II owoabPACCARf'lrwlciel Corp. or to any
t1 Buyel' oll'lot to PACCAR Fin30Ciaf COrp., Suyer will oot u.itlf\ any dalm detef\18 Buyet
1\ea again$! a a (Jf!im. defense. &etoff agalosl f>ACCAR Finandal Cotp.

.,.-
001
lo kt&P tl'4 coHAlotel o:>nti!WO<Jsty hwr&d lgairul r.ro. !hell, c:drtsion, arxl lily oltwor Ward
$eHI)( 4fll)dtios by M o:>mparo)' SollGI' h.u Tho IIK.IUIII of nsuraneG &hal bll 1\o M
ln.aurablo value Nih& CollalerN Of lhO fiJI &Jll(llltl! ol all cbllget!oos th!.t Coolrett $&Wr&.t, Vrhldlevet It
(ll'elll&r. Tho pJiicy thd p-ovide,ln a loml ec:c:ep'.llbla to Sell!H', b r-)TIIM(of tNlY too.s to Salltf.
Bll)'llf Nil Gofr.-.r pteomptly to Serer C>&o1>blet (lt,lf p::;I\Qet ol nwtance ... tidadoo:y lo So!ltf,
Mdl ...,;lh a lo:u.paytble endottetneniiW'riiYJ 01' its assi<)"d U u tha1r ll'llln$1$ 11\AY
tho policy aNal! po'>'id lht II tart be oNf ai'Lot 'lllniiM rolk.a fA lrtloo\!Qo to
aneel ha,. boen dllliv&red to al leaJI b'.n (10) day. t.rll01a the dala. lr Co!letoral b
b!Jt or tlam&ged, SelleoJ shat hn-a lJll J'O'NIM' tv tohd 81rf et d hsur&Me pr'OO(I'>da and tv apply !hom u
SeMer tnoo5es elfl&l 1o any obhg.allon llK1lr&d hy tlia Cullr6cl not do.te 0t llerwi&e
mahlted). 10 rap.airiM Coll.awal. If Nulu.a trom ClOfi'Op&flyS&Rill'hlarool appoyed, ct
fnilt 1o obl<!itl 811Y $enet may (001 dot not M...e 10) tnlain &f'r1 Nutanu Sollet s.lru *"
proted lit ll'll&re$lt. K doot 10, all&d upon (1(10'18nd lot Ita
&httl he-... no lat>lity .111 to. 111ny .,.,Well CltCWf t.aun no na, beon (.ll;ltaJMd h
lolut1no11 Yrbkh ha1 beol'l cAAnod Is lno::omp!ola.
4. TAXES.
to bolota Ill tat&, DOd ottw te llcGnu foos and olhet
lropo(.oOO 01'1 COIIawef ot 11.t u.ta ot
a, USE Of COLLATERAL.
llvyM 'II'OOS 1o lu:loplMI CO!l.l:oral n GOOd 1o pm-erlf. 'trf wsra.losl, daFM;e, ot ol
to tne CoUeterel; ID pt'lll"o'8l'll MJ ol !he Cdlal0111l; erd rd: 10 make or a'lolr Ia bot tny
6!goit\CMI change J1 1M Co'lal8fal or n its dlusis, trny ot .pedal 1'11Jipment. wllhoul Selt6t't orilt&n
Buyer &S..WIT>U ell rl$k of btJ ot of 0t lo the Coll.J!Oial, Of not
Insured agaiml. Sallr m.y aumine the tollalootl .. .....,...,., )o(.elod at lilY 6me, and lltlf't wl1 lnfonn
Sollet rAIM Colla!GttFIIccation upor1 Soll&l't reoquesl
&. EXPN!ES PAID BY SELLER.
Bll)"'''l f9'Mill to So!or vpon dem11rtd rot Jl1"tf paid by Seller llJCfl 81 ta.'o:M, ilsullll'lee
pr
8
rri
11
rns. repair bills, btl a IMt, or any eJq'lsas !no.Kfad under Section 11. Buyet't lbliCJaliOn II> pay the
shall ba a.awred by lhlt Conttacl
7. TRADE-INS.
If his ndod \'\ MY (luye." j'ff)t<U-vlls !W'Id W.llrra/lb IN! N ol il M 1M 6'0111 of
ltd (:oolrld it .-xurele, lh.al N O>'IYII)'Od It ').?Od Md itt nt\sfel' rlgMM. arod Nllho pwparry It
doliver&d rtoe rrom ,.,.
1
eanlt)' her lien or eno.o/'l'lbl'8rlee.
I. HO WARRANTY.
11 lh V.tlldo is fleW, 1t>ete It no -rranty ctt- II\IIA lh.at cl 1M If IIlii V&hldo It v.tocl, ll
AS 1$"111'1d "W!OI ALL FAULts.
IMKU. NO_ YtARBAHlX Q... MERCJJAHU.Illl.JI:t.QB.UIH.W...mfL.A.tAftDCUl.Aft
fUl'ifQ$f...UHL.f.3S.Sfi._Q\.If_Ut.WBIJltLO_AUQ.SIGllEO._Ill..UJE..ULLE&..D1EAE ABE tl..QIUE8.
WARBAHDE:J n,fBE:J.aJ)RJMf..um.
t.AOOITtoHI\ TO COLLATI!;R.AL.
An)'1tlins lldrtlld lo !he ncfu(l'og boA 1'101 tmil&d Ia angio&$, JII'I,.SIJllsSO('d, 1\flh
'llhaels, Jlldio8 and eiDdriall .llol"'pmo<ll lAnk$ .00 Wly other body or lrudur lhat boc::ome:s piVt d lh8
Collaterlll, shall ton!'Vtute ",<l.d(l;C-oru & .At:t.essioos .11nd &hall be aubjf.d to Sell&l"s MC!Jrity i"'lat&Sl All
Ad<:itloo!J n11.1statay IMth the Collator ill ifi\ Is 18p0M6w.td0f relumodlo
111. DEFAULT.
b ol the &sSI!OCI3 in !his COti!Jad. Tha "'-'e date111 lOt payments arid thft of tho othof
obf>g<11iMs under lhi9 cootrad. 1110 emong tis cruOeJ Buyer etla! bo in Qefault undof
Conlf8d Upottfle OCOJIIMOI!l CJl M'(of lhe Jorkr,r.irog:
(11) Buyer la:ls k) P'IY co oo- bafofelhe du dalfl !he turf amount of tchedutod pa)tllenl, bl.es hsurllll<
pnwnlum, this Cottlfact (J(Ur.dll o!Mt lrwilnttMnlOf egreemem;
(b)&I)'Ot rails k) P6rfotm an.y oiBuyw't otiigetioN under Wa c.ontr.tt;
(c) Arry fWy9r h.U made h Vllt Cort\racl k!o tny ovdi\ app.lice:lorl oo- lllnal'llel sbtomen.l
Duyar has givon in eotll'l<!dlOO')\Mltllhe crodii.Joawd b'f tl.ltnJOOIIo be fals.e;
(CI) My tMd<, nole or othet Ntn.tm&nl giW!ttlor,. ls<lishooort lot
I) The coraleral It .teized orlovied upon vndor ny 19!;J81 or or p'OCAifKfltlg'l']lfl\61
evy... or lh Cdla!Mal;
(I) cfoaltl (It a.objod to 81 dolltltd "' .,. l1rlifotm Colwn<aa Cod ot
taooom&s .ubjed b
(g) sur-r Clafaultl In 1tto f)aymenl or pufotmaroce or any other IJI!Y'eMenl \-) connoct1co VIM any 61har
ob!igstiorl owed to PACCAA F'onantlal Corp. bbotrnwed mon.y;or
(h) m&f'Oill' d tM bom:t.er Wl"ltl or i\\0 tny porxn, or 811Y aalo. conveyance. tranalili',l&aSG Olhlll'
(Yot>eth&r in f.lOtl' or a r.oriea ol of all or of 1M btlyor't
ass.ets pri epproval of PFC.
lho Chl .. t Eli8Qih-e O!f.<:er e.ndlor h War F'marw;iel Oflic.of IJf Buy$' priot
Ul danger of ml.wsa, 0011hc::a10'1,. demage. Of 4etlnlc:llon.
tt. REMEDIES.
If 8uyel und!M' !tis Conlr.a,. &!Dot may, at Ita option, wiVIClf v.ithout notioo to &.oyer.
(a) to bot In defBtll;
(b) t'loOIII'e f'le lll'ltiro .llmool'll ol' 010 l.np8d TII'M Bai.II'IOI!I, tier d&dvt:ting nme Plica DiffOtenlillll
Jn wilh 11\e tJlf)!icable t.&J !tow, and othar U!arg11a end ndeblocltM.Is' by lhlt Conlrld
due 11ld pyabl. Y<ilhoiJI I. p-&s61lment Oorrw.d (lrldll<ling but not lmit&d
t>Otico of !nlntM Ito e-f\d 8.uyar .ro
(e) E.lerti:5e a'l of 'hB lfQl'lll end ramedet d IWO.Jred party under fla uMom1 CorrmotdaJ Cod' a WIIJII'rf
OltrM efll)ll(lllb.'a ,_..,
II\ addiliorlltl ChB end any oth&r rights .Soeat oo, ui'Miot lhalr.w In .11ffeet et1ht lima d default. lha
IDIIoW.rlO pt'O'>'is.lon.s &hd apply:
(d) On Solleo"s Buyer W:l do!Nar pot.MS:SiM d flo Cohtu,l kl Se-,.,. 81 PBO!I Sel'er
dEo,;gr..la 16MO<'\IIbfy oonvonionl b boll$ pMios..
() Soler may enter II'IY whol"e lhe may be bind trld lab d h "oloilhoul
nol:iol, dwnMd, or legaJ pn;l"t'idod aur:tt emy Ia In eorrtpliiJf10!11 wllh lw.
(I) Sall11t wn rjV1!J Bo.oyot llllea.tl (10) wrilt8n of eNJ oltJw COIIatef'lll, ....wut B<Jytor
lobe. rook&. Noliea wa btl s,iveo Jl tho addrap epeoA.O h this ec...".a or oth&r wch
add,.., n Dll)'llt i'o to Sol'et. NoCico shall bill erractiwl When 1n
posi3Qll JWPQM, ldd1111>llod $S pt(Md&d $hQY&.
lg) E:qloo&e d re\nlo..ing, holdiog, prtpeling For &a!e, toling end !I'ICI &ke aha>1 hdude, to the lurast
ponnillotJ by law, (I} !he ro., or MY IIMI&ya b>J Sen.,, lll'ld (li) Ill oiiMt IIK::urr-.:1
bVSe11et.
{h) 9uy&r 119"- that it h lllblo fOf and y.i.q pay M'f 111sulting 1torn 111y c5spc:>S1lion of lfle
Collll!ei., t:l'tet ""a\Jlt.
11. NO WRONGfUL PQSSESStoN,
8!ilf1MIS lhatlf Sebr lfiJ>O$-MUos lha COI'eterl or 0\henvi.to 001111.'13 pouualon of 11, Soller 1MJ1 not
bo .. 'M1Xlgful possosslco d eon!Binod !n tho Colla al1artlod to ij In YoNd\ dooa
not tlllva a inlatasl w&olo moh trrJ WOt ava-18ble tor 0uyor W: ta
j:iaee pao-Ws.
13. VARIATlONSor CONTAAC:T,
Ho pl'ovitlon of this Cornr&ct may be or mooded uniM$ tJy a wrlllon (:Ootfaet lfgl\6d by Sot!et,
S&ller' aocep\.llnce of late pa)'l16f'lbo clou root meata thst Seii!W Is obllgalecl to en.y late
N Mure.. No-..alv.v d Mydllfeultlhall opo<allllat a ....aivar of My o'tlef 6ef8Uil
14. E,.nRE AOREEiolf.Nl: SEVERABIUTY.
ihil Corltract ol'lcf IN ltad>ocf ar.d A<klenda b the oomplta and statement or 1\ghls ancf
dutiu bo!WDOO S8t'11r .ncJ Buylll'. H eoy pt'O\'islota Ia UAGI'Iforoaable, l r.htiU be deamed aniUCld wllhout
of tnt ptoW.IMs.
;b;BA;;:;,;;;: fW':. . . I
K01'1.....otlt\ (If SOUUt Je:tas-San Antonio (Setlt!f) Yottlch indudes, without limitalioo, an item of Collateral with !he fOllOWing Numt>or.
1XKAD49X7BJ2897'21,
CaL No. \leBA (CA-97) Texas OW Vu1:.1on 4.6 lJ 6lJM 01aGIIW: FOR if ltlANCW: CORP. Pru.titd Sep-22-MtO 6:41AM
PACOCIR
FINANCIAL
15.1\ADCHECKS.
V.lhGnevtr a meo.. <lllln Ct ttdor give" br oo boh.alt o1 BltyGf b lho of of ny
ootigation &bing \lOder rNt Cotl1iad Nt boo<-. di..t>onot&<J lor lild; of ful'ld5 or uodil10 1M ilam., Ct
1M eoo:::o<.ml Ms b&iJn dot-!, ot (01' llfl)' Oh>f f'llfl$(1('1, SOIIIII C"l it, W.ll auM.t end 8ayot
wll promptly pay 1 $50 loo por !'.om, otlhe >.n1tnoJm flmOVnl &,o.o.1!4 by IIJ>Pfteab!lll alllle lllw, If
"""' 1&. CROSS COllATERAl.
Buy&r gran!' to aod 111'1)' a UO.Jiily ln!ArfiS!Irl tho Collatatallo tho
end porlDI'fNI'ICe of Nl and Iii and hblil'M af IW)'OJf to So!lel ot 10 atKh
assigoee of Sel\ol, ttCN exisbng or hotean.&r ansil'lg, 'tr.tlflti(W ul'!(fer tr'it Conii&Ct Cl' Mf1 IJth.ar
ald \lrt'oelfler 4VO 01 by OOweVOI, Upon of tho Conll'ld ttj
Seller, tlfl wa bQ doomed, lor tha d paag:apn, IN only part)! 'ilh MCUrily
h!eoutltllhoa Coilalf)(at.
17, TlME PRICE DIFFERENTIAL
The perju fl';l'M ttal dvti09 Ita leml ol 1M CMtrllcl, the flrf&elia d$ily Twne P&e Oil!eranhl (lPO')
buod 011 an equal lo porc::eol p.o Vlnum. eompounde<t daily on 1he \ln9llld
b.llaoce ("8uyftts Rata'). The TPO due Ndl monlh $ha1 be equal to ltiO aum ol VWI daly 1POt lot the
rr>Ofl!h. BMOdon'tle Bupt'e Rlllll end 1\el all "'lirnefym.d,!he TPOYIIII
bo Eatty a leta p1ymenls OWtt 1M 11Wl1'1 of lhl!l Cootrad C$uM IN lcb/111 eg<yegat. TPO,
f>o T1m0 ll.alanotand#lo TO!alll<M S.lll1 PlU lobo! g)t.lld
(;&Uf.' IJlotl!l Co be voet!W' lhao disdoslld, .whino In 11 I'IMI 01 Pf>)'ll"'n\. Eatl)t
p.ayMOnls(:()O.,old c.eu" lhoaa BR'IOUftll to bll !au IIW'I dsdos.ed. rosultin(l In 1 smal!'ar lln;tl 01'
no r.tenl tlld Ouyr bot tBqUlred to pl!f'f 11\l&telllrt axceMof
lhb maximum 111a .. scw.od by law of 1M MviiVJ Prbdirilon ow1r IN hnuction.. TM 11\lantiorl of 1M
p!lt1ioa b 0,0 c.onbrm 1tridly to alttto u.wry lws, may rodue. \ho Bvye(a Rllllll to th&
ma:.imllm und!ll' tueh uwtyla'-J now ot 1'>6real\9f in 11ftocl
til. FIHANCIA\.INFOAMATJON,
Buytoi to l.orr>Wl ,...;!h 8/'t'J Wndal 1\lt\IMMflt$ &.net moy
,_.$M8bly '-"lvast trom to My Mid AI tnllfldol ttlll..-mv.t. 'Mll be ptepar&d "' bails of
gonorally KCeP:od p-itv;iptes, at'ld .,;c bll mmpl11ta And eorriJd and fairly praJ.&nt Btly$1'1
lr'18rtdal Olnditiof\ u ol th4l Oil\& tt-aol. $@ler at &roytaa3<:.10abla limt boob 8l'ld rooon.ft
of Bu)'Vof and makil ropi11t lhar.of.
19. CHATI\. PAPEft.
lhls Socurily Agtoorrent II lo be &Old only 10 PACCAR nnandal Corp. l.tld U 1o 1tM1
s,.,u.ority lnte<&st ol PACCAR Ftrnlov.:ial Corp, Tho r:dy CO()'J of lhit Sao.lrity Agroomonl....tkl'l H''ttilulos
CMuol Papet IOf ell ol !he lWfonn Coda Js f'la copy IMtkod "'RIGINAl FOR
PACCAA fiNANCIAl CORP." \lobidlh to N>d hDI4 t.j PACCAA: til'lllndfll Cotp. My change In
flo Mlfl.l d 1M essignoe r:J $.00Jiity J..t;/fiMII)(W'lllrom PACCARF!Mndal Corp. WI rondr 1tM1 a;,py r1
!hi' s.a..vity Agtaemool so Olang&d VOID 40d or no lclrr:::a l!ll1d etfoct. No anlgnoe ex MOJred party other
llusn PACCAA Af'\31'J(ial COrp. M"' vflder 1111y cirOOit\ll\anoetecqulra ll)lllohtt Ill. undOi ot 10 IN' Socurity
....,6&11\001 or ll)' IUfTU dv6 heraund11, e;wlpt lhel PACCAR Fll1al"lcii'i Corp. may,f aapatalo .,;non
a.uig<wroeol by PACCAA Flnvocial Cotp., s.&lgn Its hoteundOt.
tO.PREP.lYIIEHT fEE.
Buyer lha'd have rlflll kl P'APIIY a:! Of pat1 of lhe pOrcipal n:kobtodn&u ru& under 1M CMtrad at ai'IY
&ne. In mnai<JoraGM of wch ptepa)'me<lt rigtlt, erxf at e:ompensatiOn to s-lllt JOt" fWI Sou clthe of
b balgaln, U'llau pn>hlbltod by appfiC8bJO 11a111 law, Buyer 8halllllso paylo So!w rlltlt
amooJnt ot lhe [:"iodpallndobl6dnen beirlg poapaio'J &qual!o 1/12 oil'% (.00083) mJtipfllld by the J1Uft'lbel'
ofUI tOOniM In lhe tarmof the Conlrd otlhe maMnumta!a und01 atalQ taw,
-
21. MISCELlANEOUS.
(a) Thit. Cor*ad wn be tindirlg, )oinll)' Pf)d eoverdy, upot1 all par11es a.fla &y.r- and J>oir
l'ulrs. exGCU!ors, lind ulgnl a{)d thalinul910 t\111 beflefil of PFC,
itt IOCOUSOt'l $tid asslgr\s.
(b) TN Conlrld end ant other ..-ldeneo ollha gtvM In conooction may be
us;gtllld by SaliM' 10 !Nrd party to 8u)'$t and Duyot Pt''!!by wam,, MY dafense.
Cl:U'olo<'dalrn or CIOM-OClmplalnt by 6U;'ef agalnJt 8lrf el$i0noe. that &Iller &hall be aoreq
reapon5iblt fllllrefot.
(t) 8u)'lw rece!pl of a 1ru copy ol this eot'IVact, andll'alwf 1008planea haraot'.
n. WANER OF JURY TRIAL
Exc:epl It (!Ctwwfso by law Ollbtof "'ld $&c:ut'od' Patty fl.8d'l Yr'$ivo ll'ly right b M.,.. t jury
Ill retol-'ng 81'1'/ -..t.&thec In tori, or l>elw$00 S:tJr&d
Party aod Oebkv 1rblog (IU\ cf, OOttnect&d wilt!., 10 WMfonbll .., the ref:rll()rlshlp !lllablish&d
betwe90 lhtm In COf'li"'IdJcn W.th lhla S&cuolly Agfeellll!lnl or other lmfl'llm&nl, or 119t8011lllfll
eucv\0<1 01 in cotw"ooCtion lhtr$Mth or tht tran.aetione <lalod flllrllo. Oabtot OO Secured Parry
&8d1 l'oeo<tby 110'" and con"""- 1hal any eud:l dsim, OOrrlal'ld, eo;tson 01 c:&uM of ad!on ehaQ ba di<<&d by
court trial.,.;thovt ).lry tvod lhftt ellf'lo<" may If coonl8tplrt aOQpy of Ills Security
'11-ith Vf'/COUrl II Milte<\ lhac:on&Mt of 11'1<!1 pMM I'Jenllo blhflwafvof lhaillighllo a'itl by
......
NOTICE TO BUYER
1. DO NOT SIGN THIS CONTRACT BEFORE YOU tlAVE READ IT OR IF IT CONTAINS ANY BLANK SPACES.
3. UNDER THE LAW YOU HAVE THE RIGHT TO PAY OF FIN ADVANCE THE FULL AMOUNT DUE AND UNDER CERTAIN
To contact PACCAR Financial Corp. about this account call (940) 484-8100. This contract Is subject In whole or In part to
Texas Law which Is enforced by tho Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(800) 5381579; www.occc.stalo.tx.us; and can be contacted relative to any Inquiries or complaints.
.. SELLER:
BUYER
TAX
BY:
BY:
DATE:
DATE:
Jiago 4 of 4 of Socunty Ag1eernenl dated on Ot ahool Septorn6ilr 22, 2010 lielwoon btU A I'AODDCE C.P., jiluyor) and I ruCk Confor, lid., bbA
Kenworth Of South Antonio (SeUer)v.tllctlltldudea, 'Mthout llmilalkm, en Item of Collaterel With the lorkMing VchickJ klonlffiealion Numb&r;
1XKAD49X7BJ289721.
Cal No. 1281L\ (CA-97} luas OIN VMS!M UIU 00109 ORIGINAL FOh PACCAA FltWlGlAl CORP. PMt&d S&p.12-2010 6:<41Mi
PACOIR
FINANCIAL
SECURilY AGREEMENT (OTIS Web)
SELLER'S ASSIGNMENT
FOR VALUE RECErvED. Seller klon1il'ied on tM faco of thls Security Agteement - Retail
lnstanmonl Contrecl(the eootract") aons,transl&rS, alld nslgns to PACCAR Fln.1nt:ial
cocp., Its succ.onors unrl suigoa '.Asslgmee') an of Seller's right, tiUo end lnleresl
undef, In and to tho Contract (lndudillg rollalorallheroln drm:rlbod), ()( Buyer's
oMgalions, and lnwrnneo poUclos end procee-ds U1C!roundor. This fs to
acceptal\00 by Anignoe nl ils ofTices, as iodieatod. and is huthor &ubjocl lo tho provisions of
11
ny undorl)ing ngroomonl betwoen SofiQr oM hsignoo rnpncting tcqul$ition of tnslellmont
pap&r {the 'Urni!Od .Agroomoni'J.
In any ovont. If any of the foiiO'Mng rt!Pf&SMiaUoos or wanar'lties Is untruo,
agre&s to repurdl3Sill from 1\sslgnea, upon dorrnmd, lho Contract, and pay Assignee in cash Ulo
balance remaining unpaid thereunder plus any eltponses ol tollaclloo, f!Jpossenloo,
ttansporl:lllon end stomga, end allomey's fcos end WJrl oosts Vlcurr&d by AsslgMa,leu any
ctM.tome')' refund by Assignee ot fiOMCe chargos. In addition. Sotlot agro89 IG
lndorMify lor ony lou Of e,ponu sustained by nsuon ol eny daltn or defense
have ovaln$1 Seller.
Seller represtmls end warrants to Aulgnoa thai!
(1) Tho property or aorvicos do6Cli1Mtd In the C"ootract ere eccutlllcty described IMroin, have
been detiverod to and Bcceplcd by Ouyor under a bona M'e deferred tranuct1on as
lndieated In tho Conltact, 800 thai ell obllgat!OIIS <If SolleriO Buyor s.,!e end delive')'
o1 prcperty 01" soi'Vicos have bflen !ut1y pMfomtod;
(2) My down refleOod In tho Coolroct has been recelvctd. and that tho Time Balance is
ebsolutet)oao'ling and psymonl I& Ml M1bjact lo any Buyer defonse, setoff
or doduction known to SeDer;
(3) Sellor has no reiiSon to that any s.ta!oment, roprest11lation Of warranty (lf the Suyer
or ilny guaranlor, Whtllhor n1ado ltllho Contruct In connodlon wiltl Sel'lnr's oxtens-ioo of (:redit,
Is loc.orree1 ln any matorial respect, nor has Sellet any knO'n1odge of BI'IY fad$ the
validity otlho Cwtract or diminishing its vakle;
{4) 1o tolK:h amounts and or .sud'! CQVj)rage es Is tequlred by tho is effodiv&
io raspoct of praporty descnbed In the Coo!racl, and that Assignee's lonhohfet lnleroslls tully
protectod by Wclt Insurance;
(5) The Contract It tho en!iro ogroemonl (lf Soller end the Buyor lhotoUOOor, has been acqulrod
In lho regular coooe ol Salle(s buslneu, and thai il :md any guaranty !hereof each Is 'lalid and
ganuiM In el rospe<:ts end Is legalfy cnfOI'tnble against a!t entities and al pOI$0l'IS by wh(lm
have been oxoculcd; and lhat Seller has good and vaJid titla lhoretoand ful right ond
authority 10 selllha C()(lltact and lho secvrily interest creatod thMeby to Assignee
(6) Tho soeurity rntorost treated by lhe Contract a rirsl rank lien upon the property
described therein; that aueh aecurit)' lnlrKest and this Ass!gnmenl thl(eof to Asslgo!Kt have
been duty perfected es required by eppfieabfolaw (except lnsoltv as lssuenee of ony Certificale
of Title 'l'tith Mslgnoe't Jon nolaUon thereon is presently pending following due appfication made
therefor); end 1M! tho Contract end proporty lhoteln dosetib&d ate tree cf ell other liens or
encvmbtai1G81;
(7) Tho Conltact has baon valld)y tran.sl011od to As$Igneo, lht no por1 of the lndebtfxlnost
roproson\od lharoby Is pest due, end that J\0 Gltlsb on the part of tho obftg lhtJI8tJ(Ider,
and that nil legal requirements of any jw1sdlction applicable to the transaction trom v.'hlcll the
Conlract originf!lod, end eppNcablo lo lho Conlract and tho Mslgnmont. have OOen aaUsfied,
In addition to any liability at Softer uMer tho lrxegoltlg Assignment. SellrK tl'tul havo the foiiO'Mng 5abiily lo Assignee undor tha Limited Uabilil)' Agrooment.:
X Non-Recourse
lifllito4llability- PorcenlftOO of Cootrad Payt')!l --
Umiled Other ______________ _
Full Rec.ouna: 11 Buyer faUt to pay any pa)'fll(Ull on the Contract v.hon duo, or II Buyorls otherwise in delaull u11der the terms of lha Contract, or )f Uuyor or Selor becomes Jnsofvonl Of
makes assignment 101" the. benefit or credilon;, or if a polition fote receivor or In bankruptcy Is lil&d by against Buyer ar Seller, then In any of 1uc:h events Sellwll, v.1lhout requiring
Assignee lo pi'O(eed against Duyor or any Olhor porson or eny &8(:Urity, !he Con!roct on demand and pay Assfgnoe ln cash the balaneo rnmalnlng unpaid thOI'eundo' plus
8
ny of coli action, repoSStlsslon, tlnd slorago, end rnasoMble attorney's leo3 and (.OUr! ()$Is lncun6d by Asslgnoo, l&$5 any tu&IOOI8ry roh,lnd by As&lgnoe al
une-amed r.nence chargoa, SeNor waives an rights arising under lha limited Agreemeont relating lo eny failore on the pllr1 of A$.s!gneeta obtain ponessionwlthfn 180days,
ASSIGNMENT: The foregoing contract is hereby assigned under tho tenns
of lhe seller's Assignmenr abovo.
FronchEIIIson Truck Center, Ltd., DBA Kenworth of South
SELLER c d__
BY: Janes J, President
ACCEPTANCE: The foregoing assignment is hereby accepted.
P.O. Box 2144,
Denton, TX 76202-2144
H re.
BY: &
TITLE:
DATE:
Selle?s ASSlgnmont I()( lho S(lcunty A91eemrmt datedo,. abOut September 22.2010 betwoen OHIA PROOOCF.l.P.lBLI)'ct) ei'IJ fruCJ( Center, Ud.OM kenWOiiii OJ SOUifl
Texas-San Anlonkl, ODA Kenworth (>I SOUth Texa:r-San Antoolo (Soller) Yrhlch lndodes, v.ithout fimitt'IUon, en nom of Coftalorol ,..;th the lofiowing Vehiefo ldonti11calloo NumbGr:
1XKAD49X7BJ289721.
......
tilt. No. 12BSA (CA-97) lollas OW V"'s;on .s.61.2 G6/09 OHIGINAL FOR PACCAA Fll'iANGVIL CORP.
Pnnlid S:ep-2220 10 6:4 lAM
12-50073-lmc Doc#24-5 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit D Pg 1 of 7

FINANCIAL
SELLER BUYER
NAME French-EHison Truck Center, llC NAME DELTA PRODUCE L.P.
DBA Kenworth of South Texas-San Antonio
PLACE OF 9010 Interstate Highway 10 East
BUSINESS Converse, TX 78109
STREET 2001 S LAREDO
MAILING PO Box 200187
ADDRESS SAN ANTONIO, TX 78207
ADDRESS San Antonio TX 78220
MAILING 2001 S LAREDO
Seller hereby sells, and Buyer (meaning all undersigned buyers, jointly and severally) hereby purchases, subject to tho tenns set forth below and on any
attachments hereto, the following described vellide(s) (the "Vehlcle(s)"), delivery and acceptance of which in good order Buyer hereby acknowledges.
Buyer hereby grants a security Interest in the Vehlde(s) and any additional collateral (collectively lho "'Collateral''). and any Additions and Accessions thereto (as
defined below), to Seller and Its assigns to secure prompt payment of the Indebtedness herein and performance of Buyer's other obligations, Including any
additional indebtedness Incurred as provided by this Contract and any extensions and renewals of the obligations and future advances and is subject to
paragraph 16 "Cross Collateral" and the other provisions below. The security interest extends to the proceeds of lho Collateral and tho proceeds of any
insurance policy.
Buyer also acknowledges thai Seller has offered to sell tho Vehicle{s) for the cash price indicated, but that the Buyer has chosen to purchase on the terms and
conditions of lhis Contract
DESCRIPTION OF VEHICLE(Sl COLLATERAL !lor socurllv purnosos only)
YEAR MAKE MODEL VEHICLE IOENTlFICATlON NUMBER HEW/USED PRICE OF VEIIICLE
2012 Kenworth T660 1XKAD49XOCJ319395 New $147,700.00
Extended warranties and APU units
Total: $147 700.00
DESCRIPTION OF TRADE-IN EQUIPMENT
YEAR MAKE MODEL VEHICLE IDENTlFICATlOH NUMBER ALLOWANCE PAYOFF PAYOFF DUE TO
Tolal:
ITEMIZATION OF AMOUNT FINANCED
TOTAL CASH PRICE:
1.
DOWN PAYMENT:
2.
3. UNPAID CASii PRICE (1 2)
4. TOTAL AMOUNT OF INSURANCE (4M4B)
5. FEES: (Itemize)
s: UNPAIOBALAI'i"CE (AmourifFinanredn3+4'i5)
Cash Price
Sales Tax
Title Fee
TOTAL CASH PRICE
Net Trade-in
Cash
TOTAL DOWN PAYMENT
5A. Olfrclal Fee(s)
56. Document Preparation Fee
5C.DIT
TOTAL FEES (5A+5B+5C)
7. FINANCE CHARGE [Time Price Differenlial (Secllon 17)J
6. TOTAL PAYMENTS (Contract Balance) (6+7)
9. DEFERRED PAYMENT PRICE (1+4+5+7)
$0.00
$147,700.00
$0.00
$38.00
$0.00
$14,785.00
$62.00
$50.00
$0.00
I
$0.00
$147,738.00
$14,765.00
$132,953.00
$0.00
$112.00
$133,065.00
$14.01D.84
$147.075.84
$161 860.64
EXHIBIT
,,.. /) ,-
Page 1 1Jf 6 af Sccumy Agreement doted on (It ob0\11 OCtober 19,2011 beM<l:cn DELTA PRODUCE l.P., and Fn:ncfl.Ellison Truck Center, LLC, DBAKenworth
of South T exa$-San Antonio (Seller) Y.bich includes, without limitallon, an Clf Collateral v.ith lhe foltowlng Vehicle ldenliflc.alion Number. 1XKAD49XOCJ31939B.
Cal. No. 126BA Texas OW Version ".64.1<1 (10/2010) ORIGINAl FOR PACCAR FINANCIAL CORP. l'rinled 0ctt82011 3:52PM
PA004HRl
FINANCIAL
PREPAYMENT REBATE: Upon prepayment in full or acceleration, Buyer is cnlltled to a rebate of the uneamed Finance Charge (Ucm 7) computed In
accordance with lhe "Sum of the Balances An acquisition charge of $150.00 may be deducted in determining tho amount of the rebate. No rebate less
than $1 wilt be paid.
I PAYMENTSCHEDULE
The Balance (Item 8) is payable to tho Seller or his assignee based on the following schodulo:
First Installment No. of lnslaUments Amount Eadl First Installment No. of Installments Amounl Each
1. December 4. 2011 48 $3,064.08
INSURANCE
4A. pHYS!CALQAMAGE INSURANCE is required. Buyer may provide such insurance through any Insurance company authorized to do business in this state,
although Seller, as to dual interest insurance, may reject any insurer for reasonable cause.
Physical damage Insurance Is not financed In this contract.
4B. GB.EDli..LlE.E.....cBEOII ACCIOEMI l:::IEAI Il:::l arc not required by Seller, arc not a factor In approval of ere 11. and are not included.
I DESIRE: INSURANCE COMPANY TERM COVERAGE
FEE
NIA CREDIT LIFE INSURANCE NIA NIA .00
NIA CREDIT ACCIDENT & HEALTH INSURANCE N/A NIA $.00
Buyer acknowledges disclosure of insurance charges above and requests and authorizes Seller to obtain insurance coverage checked and include the cost In
item4.
AGGREGATE AMOUNT OF INSURANCE(4A+4B)
I BUYER REPRESENTS AND WARRANTS
The Collateral is to be used for business and commercial purposes, and not !or agricultural purposes or for personal, family or household use.
The Collateral will be titled In the State ofTcxas.
Buyer's chief place of business is located at STREET
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
TX
78207
Buyer will immediately notify Seller in wrillng of any change In the above address or location.
This contraclls entered Into in the State cf Texas and Is governed by its laws.
I DELINQUENCY CHARGE
so.oo
For each installment not paid when due, Buyer agrees to pay Seller a delinquency charge calculated thereon al the rate of 1 W'lo per month for the period of
delinquency or, at Seller's option, 5% of such installment;-provided that such a delinquency charge is-not prohibited-by Jaw;otherwise at-the highest rate Buyer
can legally obligate llselr to pay and/or Seller can legally collecl.
Page 2 of 5or Sewrity Agrecmenl dated on or about October 19, 2011 between OEL TA PRODUCE LP., (Buyer) end FrenCh-Ellison ccntcr,LLC, DBA Kcnworth
tJf South Teas-San AnloniO {Seller}....tllch Includes, without ltmilolion, ao Hem fJt CfJ!Ialeral with the follcrNing Vehicle ldenli(IC.alion Number: tXKAO-t9XOCJJ19398.
Cat. liD. 1288A Texas OW1Jersloo4.64.1ol (10/2010) ORIGINAl. FOR PACCAR FIUANCIAL COHP. Prinlcd Oct Ul-201 1 3:52PM
1. CERTIFICATE OF TITLE- LIENS,
Buyer agrees that any Ccr1ificate of Tille for tho Collateral will show Seller's
security interest (lien) and will be delivered promptly to Seller. Seller has the
right to hold the Cer1ificate of Tille until Buyer pays all indebtedness and
performs all other obligations under this Contract. Buyer promises not to {live
any other party a lien or security interest in the Collateral without Seller's
wriHen consent. Buyer promises not to part wilh possession of, sell or lease
the Collateral without Sel/e(s written approval. Buyer hereby:
(a) agrees that from time to time, at the expense of the Buyer, Buyer will
promptly execute and deliver all further instruments and documents. and take
all further aclion that may be necessaJY or desirable, or that Seier may
request, in order to perfect or protect any security interest granted or purported
to be granted hereby or to enable Seller to exercise and enforco its rights and
remedies hereunder with respect to any Collateral, and
(b) grants to Seller the power to sign Buyer's name and on behalf of Buyer to
execute and file applicalions for lille, transfers or Iitie, financing statements,
notices of lien and other documents pertaining to any or all of the Collateral.
2. ASSIGNMENT.
Seller has the right to assign this Contract to PACCAR Financial Corp. U Seller
docs assign il, PACCAR Financial Corp. will take all or the Seller's fight, Iitie
and interest under this Contract (Including Seller's Interest In the Collateral).
'fhereafter, the tenn "Se11er'" In this contract shall mean PACCAR Financial
Corp. This means, among other things, that Buyer will be required to make the
payments under this Contract directly to PACCAR Finandal Corp. Buyer
agrees that if Seller assigns this Contract, and PACCAR Financial Corp. sues
Buyer to collect any amount Buyer owes to PACCAR Financial Corp, or to
enforce any of Buyer's other obligations to PACCAR Financial Corp., Buyer will
not assert any claim or defense Buyer has against Seller as a claim. defense,
or setoff against PACCAR Financial Corp.
3,1NSURANCE.
Buyer agrees to keep the collateral continuously insured against fire, theft,
collision, and any other hazard Seller specifies by an insurance company
Seller has approved. The amount of insurance shall be the full insurable value
of the Collateral or the full amount of aU obligations this Contract secures,
whichever is greater. The insurance policy shall provide, in a form acceptable
to Seller, for payment of any loss to Seller. Buyer shall deliver promptly to
Seller certHicates or. if requested, policies of insurance satisfactory to Seller,
each with a loss-payable endorsement naming Seller or its assigns as loss-
payee as their interests may appear. The Insurance policy shall provide that it
can be canceled only after written notice of intention to cancel has been
deliveced to Seller at len (10) days before lhe cancellalion date. Jf the
Collateral is lost or damaged, Seller shall have full power lo collect any or all
insurance proceeds and to apply them as Seller chooses either to satisfy any
obligation secured by this Contract (whether or not duo or otherwise matured),
or to repair the Collateral. If Buyer oblains insurance from a company Seller
has not appcoved, or fails to obtain any insurance, Seller may (but does not
have to) obtain any Insurance Seller desires to protect its interests. If Seller
does so, Buyer shall reimburse Seller upon demand for ils expenses. Seller
shall have no liability at all for any losses which occur because no insurance
has been oblained or the coverage of tho Insurance which has been obtained
is incomplete.
4. TAXES,
Buyer agrees to pay before delinquency all sales and other taxes, license fees
and other governmental charges Imposed on the Collateral or its sal(l or use.
5, USE OF COLLATERAL.
Buyer agrees to keep the Collateral in good repair; to prevent any waste, loss,
damage, or destruction of or to the Collateral; to prevent any unlawful use of
the Collateral; and not to make or nllow to be made any significant change in
the Collateral or in Its chassis, body or special equipment, without Sellets
written consent Buyer assumes all risk of damage, loss or destruction of or to
the Collateral, whether or not insured against. Seller may examine tho
collateral wherever located at any lime, and Buyer will Inform Seller of the
Collateral's location upon Seller's request.
6. EXPENSES PAlO BY SELLER.
Buyer agrees to reimburse Seller upon demand for any expenses paid by
Seller such as taxes, insurance premiums, repair bills, title fees, or any
expenses incurred under Section 11. Guyer's obligation to pay the expenses
shall be secured by this Contract
7. TRADE-INS.
If Buyer has traded in any property, Buyer represents and warrants that the
description of it on the front of this Contract is accurate, that the title conveyed
is good and its transfer rightful, and that the property Is delivered free from any
security interest or other lien or encumbrance.
B. NO WARRANTY.
U the Vehicle Is new, there is no warranty other than that of the manufacturer.
If the Vehicle is used, It is sold "AS IS" and 'WJTH ALL fAULTS",
SELLER MAKES NO WARRANTY OF MERCHANTABILITY OR FITNESS
FOR A PARTICULAR PURPOSE. UNLESS SET OUT IN WRITING AND
SIGNED BY THE SELLER, THERE ARE NO OTHER WARRANTIES
EXPRESS OR IMPLIED.
9. ADDITIONS TO COLLATERAL.
Anything added to tho Collateral, Including but not limited to engines,
transmissions, tires, wheels, fifth wheels, radios and electrical equipment,
tanks and any other body or structure that becomes par1 of the Collateral, shall
constitute "Additions & Accessions" and shall be subject to Seller's security
interest. All Additions & Accessions must stay with the Collateral If it is
repossessed or returned to Seller.
10. DEFAULT.
Time is of the essence in this Contract. The due dates for payments and the
performance of the other obligations under this contract are among its most
crucial provisions. Buyer shall be in default under this Contract upon the
occurrence of any of the following:
(a) Buyer fails to pay on or before the due date lhe full amount of any
scheduled payment, taxes, insurance premium, or other obligation secured by
!his Contract or under any other Instrument or agreement;
(b) Duyer fails to perform any of Buyer's obligations under this Contcact;
(c) Any representation Buyer has made In this Conlract or in any credit
application or ftnancia1slatement Buyer has given In connedlon with the credit
secured by the Contract turns out to be false; .
(d) Any check, note or other instrument given for a payment Is dishonored
when presented for payment;
(e) The Collateral is seized or levied upon under any legal or governmental
process or proceeding against Buyer or the Collateral;
(f) Buyer's death or subject to insolvency proceedings as defined in the
Uniform Commercial Code or becomes subject to bankruptcy;
(g) Buyer de fa ulls in the payment or perfonnance of any other agreement io
connection wllh any other obligation owed to PACCAR Financial Corp. or for
borrowed money;
(h) Any merger of the botlower with or into any person. or any sale,
conveyance, transfer, lease or other disposition (whether In one transaction or
a series of transactions) of all or substantially all of the buyets assets without
tho prior approval of PACCAR Financial Corp.;
{i) Any change in tho Chief Executive Officer and/or !he Chief Financial Officer
of the Buyer without prior notificalion to PACCAR Financial Corp.; or
fi) Seller reasonably deems the Collateral in danger of misuse, confiscation,
damage, or destruction.
11. REMEDIES.
U Buyer defaults under this Contract, Seller may, at Us option, with or without
notice to Buyer:
(a)"Oodare this conuacnt:rbe iifdefcmlt;
(b) Declare the entire amount of the unpaid Time Balance, after deducting
unearned Time Price Differen!lal in accordance with lhe applicable slate law,
and other charges and Indebtedness secured by this Contract immediately due
and payable, without protest, presentment demand or notice (including but not
limited to notice of intent to accelerate and notice of acceleration), all of which
Buyer waives; and
(c) Exercise all of the rights and remedies or a secured party under the
Uniform Commercial Code and any other applicable laws.
In addition to the foregoing and any other rights Seller has under the law in
effect at the lime of default, lhe following provisions shall apply:
(a) On Seller's demand, Buyer shall deliver possession of the Collateral to
Seller at a place Seller designates reasonably convenient to both parties.
(b) Seller may enter any premises where the Collateral may be found and take
possession of it without notice, demand, or legal proceedings, provided such
entry is in compliance with law.
PageJ or 5 of Scrurrty Agreement dilled on or abool Oclobcr 19,2011 between DELTA PRODUCE l.P., (Buyer) and FrendlElllson TnrckCenler,lLC, ODAKenworth
of South Texas.san Antonio (Seller) "''idl includes, Without limitation, on Hem of Collateral with lhe rollowing Vehkl6ldnnlifJCatlon Number:
Cal. Ho. 1286A Texas OW Version .C.64.1.4 {l!V2010) ORIGINAL FOR PACCAR FINANCIAL CORP. Pflnted Ot\18-2011 3:52PM

FINANCIAL
{c) Seller shalt give Buyer at least ten (10) days written notice of ony sate of
the Collateral, which Buyer agrees to be reasonable notice. Notice shall be
given altho address specified in this Conlract or other such address as Buyer
may specify in writing to Seller. No lice shall be effective when deposited in the
mails, postage prepaid, addressed as provided above.
(d) Expense of retaking, holding, preparing for sale, selling and the like shall
include, to the fullest extent pmmhled by law, {i) the fees of any attorneys
retained by Seller, and (ii) all other legal expenses incurred by Seller.
(e) Buyet agrees that it is liable for and will promptly pay any deficiency
resulting from any disposition of the Collateral after default.
12. NO WRONGFUL POSSESSION.
Buyer agrees that if Seller repossesses the Collateral or otherwise obtains
possession of it, Seller will not be In wrongful possession of any property
contained in the Collateral or attached to it in which Seller doos not have a
security interest Seller agrees to make any such property available for Buyer
to lake back at a place reasonably convenient to both parties.
No provision of this Contract may be changed or amended unless by a written
contract signed by Seller. Seller's acceptance of late payments does not mean
that Seller is obligated to accept any late payments in the future. No waiver of
any default shell operate as a waiver of any other default.
14. ENTIRE AGREEMENT: SEVERABILITY.
l"hls Contract ctnd the attached Exhibits and Addenda Is the complete and
exclusive statement of rights and duties beti.Yeen Seller and Buyer. If any
provision Is held unenforUlablc, it shall be deemed omitled without affecting
lhe enforceability of the remaining provisions.
15. DAD CHECKS.
Whenever a check, draft or order given by or on behalf of Buyer for the
purpose of payment of any obligation arising under this Contract has been
dishonored for lack of funds or credit to pay the item. or because tho account
has been dosed, or for any other reason, Seller or lis assigns will assess and
Buyer 'Will promptly pay a $50 fee per dishonored item, or the maximum
amount allowed by applicable law, if lower.
16. CROSS COLLATERAL.
Buyer grants to Seller and any assignee of Seller a security Interest in the
Collateral to secure lhe payment and performance of all absolute and ali
contingent obligations and liabilities of Buyer to Seller or to such assignee of
Seller, now existing or hereafter arising, whether under this Contract or any
other agreement and whether due directly or by assignment; provided,
however, upon any assignment of the Contract by Seller, the assignee shall be
deemed, for the purpose of lhis paragraph, the only party with a security
interest In the CollateraL
17. TIME PRICE DIFFERENTIAL.
The parties agree that during the term of the Contract, the effective daily Time
Price Oiffercnlial (''TPD") shall be based on an interest rate equal
percent per annum, compounded daily on the unpaid balance reuye(s
Rate"). The TPD due each month shall be equal to the sum of the daily TPDs
for the month. Based on the Buyer's Rate and assuming thai all payments are
timely made, the aggregale TPD will Early or late payments
over the term of the Contract will cause the actual aggregate TPD. the Time
Balance and the Total Time Sale Price to be dlfferent than disdoscd. Any
delay in payment could cause those amounts to be greater than-disclosed;
resulling In a larger final or payment. Early payments could cause
those amounts to be less than disc.losed, 1esultlng In a smaller final or
pballoon" payment or reduced number of payments. In no event shall Buyor be
required to pay Interest In excess of 1he maximum rate allowed by law of the
stale having jurisdiction over the transaction. The intention of tho parties Is to
confonn strictly to applicable state usury laws, which may reduce lhe Buyer's
Rate to the maximum amount allowed under such usury laws now or hereafter
in effect
18, FINANCIAL INFORMATION.
Buyer agrees to furnish Seller promptly with any financial statements or other
information which Seller may reasonably request from time to time. Any and all
financial statements will be prepared on a basis of generally accepted
accounting principles, and will be complete and cortect and fairly present
Buyer's financial condition as of the dale thereof. Seller may at any reasonable
time examine the books and records of Buyer and make copies thereof.
19. CHATTEL PAPER.
This Contract is to be sold only to PACCAR FlnanciaT Corp. and Is subject to
copy marked "ORIGINAL FOR PACCAR FINANCIAL CORP." which is
delivered to and held by PACCAR Financial Corp. No assignee or secured
party other than PACCAR Financial Corp. will under any circumstances
acquire any rights in, under or to this Contract or any sums due hereunder,
except that PACCAR Financial Corp. may, by a separate wrillen assignment
signed by PACCAR Financial Corp., assign its interest received hereunder.
20. PREPAYMENT
Buyer shall have the right to prepay all or part of the principal indebtedness
due under this Contract at any tlme.ln consideration of such prepayment right,
and as compensalion to Seller for the loss of the benefit of its bargain, unless
prohibited by applicable law, Buyer shall also pay to Seller a percentage of the
amount of the principal Indebtedness being prepaid equal to 1/12 of 1%
(.00083) multiplied by the number of lull months remaining In the term of the
Contract or the maximum rate allowed under applicable Jaw, If lower.
21. MISCELLANEOUS.
(a} This Contract shall be binding, jointly and severally, upon all parties
described as the "Buyef' and their respective heirs, executors,
representatives, successors and assigns and shall Inure to the benefit of
Seller, its successors and assigns.
(b) This Conlract and any other evidence of the indebtedness given in
connedion herewith may be assigned by Seller to a third party without notice
to Buyer and Buyer hereby waives any defense, counterclaim or cross
complaint by Buyer against any assignee, agreeing that Seller shall be solely
responsible therefor.
(c) Buyer acknowledges receipt of a true copy of this Contract, and waives
acceptance hereof.
22. WAIVER OF JURY TRIAL.
Except as otherwise provided by applicable law Buyer and Seller each waive
any right to have a jury participate In resolving any dispute. whether sounding
in contract, tort, or otherwise, between Buyer and Seller arising out of,
connected with, related to or incidental to the relationship established between
them in connection with this Contract or oUter document or
agreement executed or delivered In connection therewith or the transactions
related thereto. Buyer and Seller each hereby agree and consent that any such
claim, demand, acl!on or cause of action shall be decided by court trial without
a jury and that either may file an original counterpart or a copy of this Contract
with any court as written evidence of the consent of the parties hereto to the
waiver of their right to trial by jury.
the security interest of PACCAR Financial Corp. The only copy of this Contract _/
which constitutes "challel paper" under the Uniform Commercial Code is the V
Page <I of S of Se<:urity Agreement dated on or ebout October Hl:. 2011 between DELTA PRODUCE L.P., (Buyef) and FtenctrEifison Truck Center, LLC, DBA
of South Texas-San Antonio (Seller} \'.11kh lnckdes, wilhoullimitalion, attllem of Collateral wilh the follO'Hing Vehlclo ldentifiCalioO Number: IXKA049XOCJ319398.
Cal. No. 1288A OWVersion<1.84.14 (10120-10) ORIGINAL FOR PACCAR fltlANCIAl CORP. Printed Od-18-2011 3:52PM
I P A ~ ~
FINANCIAL
NOTICE TO BUYER
To contact PAC CAR Financial Corp. about this account call (940) 4848100. This contract is subject in whole or in part to
Texas Law which is enforced by the Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(800) 5381579; www.occc.stato.tx.us; and can bo contacted relative to any inquiries or complaints.
SELLER:
BY: BY:
DATE: DATE:
Page 5of 5 of SecmtyAgrccmuol dated on or about October 19,2011 between DELTA PRODUCE L.P., (Cli)'Cr) and Frenc.hElli&cn Truck Center, LLC, DBA KerrNOM of South Texas-san
Antonio (Seller) v.tJk:h includes, v.'ithovt limitaHon. an i1ern of Collateral Ytilh lhe loll<r.ving Vehielc ldenlifralion Number: IXKA049XOCJ319396.
COli. No. 1288A Texas OWVerslon4.64.14 (1012010) ORIGINAL FOR PACCAR FINANCIAL CORP. Printed OeHS.20113:52PM
PAce,qR
FINANCIAL
CROSS-DEFAULT AND
You have purchased one or more Security Agreement- Retail Installment Contracts and/or Equipment Lease Agreements (herein designated
."Atcounts") arising from the sale or lease to us, by various vendors or lessors, of equipment and/or inventory (herein designated "Collaterar'),
security interests in CollateraL
In order to Induce you to extend our time of payment on one or more Accounts and/or to make additional loans to us and/or to lease Collateral to
1. All presently existing and hereafter acquired Collateral (the description of which is incorporated herein by reference) in which you have or shall
have a security interest shall secure the payment and performance of all of our llabllitles and obligations to you of every kind and character,
. whether joint or several. direct or Indirect, absolute or contingent, due or to become due, and whether under presently existing or hereafter
created Accounts or agreements or otherwise {herein individually and collectively designated "Obligations").
2. we further agree that your security interest in the Collateral covered by any Account now held or hereafter acquired by you shall not be
terminated in whole or part until and unless all of our Obligations to you are fully paid and satisfied and the terms of every Account now owned
or hereafter acquired by you have been fully performed by us. It Is further agreed that you are to retain your security interest in all Collateral
covered by all Accounts now owned or hereafter acquired by you, as security for payment and performance under every Account,
4. Upon our default. any and all Accounts and agreements shall, at your option, become immediately due and payable without notice or demand
to us or any other party obligated thereon, and you shall have and may exercise any and all rights and remedies of a secured party under the
Uniform Commercial Code as enacted in the applicable jurisdictlon(s) and as otherwise granted or accorded lo you under any Account, other
agreement, rule of law, judicial decision or statute. We hereby waive, to the maximum extent permitted by law, notices of default, notices of
repOssession and sale or other disposition of collateral, and all other notices, and In the event any such notice cannot be waived, we agree
that if such notice Is mailed to us postage prepaid at the address shown below at least ten (10) days prior to the exercise by you of any of your
5. All rights and remedies granted to you hereunder shall be cumulative and not alternative, shall be in addition to and shall in no manner impair
This instrument Is intended to create crosswdefault and cross-security between and among all Accounts now owned or hereafter acquired by you.
This agreement may not be varied or altered nor its provisions waived except by your duly executed written agreement This agreement shall inure
to the benefit of your successors. and assigns and shall be binding upon our heirs, administrators, executors, legal representatives, successors
and assigns.
IN WITNESS WHEREOF, we have executed this Agreement this 19th day of __ Ck:_to_ber __ _
Bus;ness
..... IJ.l:QJ\ PROI)!JQt:J.,!''-
2001 S LAREDO
Page 1 or I
2011
Pt"i.-olcd Oo:l-lll-:!01!

FINANCIAL
SELLER'S ASSIGNMENT
FOR VALUE RECENED, Seller identified on the face or this Security
Agreement - Retail lnstallmont Contract (the hereby sells,
transfers, and assions to PACCAR Financial Corp., its successors and
assigns (collectively "Assignee") all of Seller's rig hi. title cmd interest under, in
and to the Contract (including collateral therein described), guaranlies of
Buyer's obligalions, and insurance policies and procc.eds thereunder. This
Assignment is subject to acceptance by Assignee at its offices, as indicated,
and is further subject to the provisions of any underlying agreement between
Seller and Assignee respecting acquisition of installment paper (the "limited
Liability Agrcement'1
In any event, If any or !he following representations or warranties is untrue,
SeUcr unconditionally agrees to repurchase from Assignee, upon demand, tho
Centrad, and pay Assignee in cash the balance remaining unpaid thereunder
plus any expenses of collection, repossession, transportation and storage, and
attorney's fees and court costs incurred by Asslgnee, less any customary
refund by Assignee of unearned finance charges. In addition, Seller agrees to
Indemnify Assignee for any loss or expense sustained by reason of any claim
or defense Buyer may have against Seller.
Seller represents and warrants to Assignee that:
(1) The property or services described in the Contract are accurately described
therein, have been delivered to and accepted by Buyer under a bona fide
deferred payment transaction as indicated in the Contracl, and that all
obligations of Seller to Buyer respecting sale and delivery of property or
services have been fully performed;
(2) Any down payment renected In the Contract has been received, and that
the Time Balance is absolutely owing and payment thereof Is not subject to
any Ouycr defense, counterclaim, setoff or deduction known to Seller;
(3) Seller has no reason to believe that any statement, representation or
warranty of the Buyer or any guarantor, whether made in the Contract or in
connection with Seller's extension of credit, is incorrect in any material respect,
nor has Seller any knowledge of any facts impairing the validity of tho Contract
or diminishing its value;
(4) Insurance In such amounts and of such coverage as is required by the
Contract Is effective in respect of property described in the Contract, and that
Assignee's lienholder Interest is fully protected by such insurance;
(5) The Contract is the entire agreement of Seller and the Buyer thereunder,
tlas been acquired in the regular coutse of Seller's business, and that it and
any guaranty thereof each Is valid and genuine in all respects and is legally
enforceable against all entities and all persons by wtlom jt purports lo have
been executed; and tllal Seller has good and valid Iitie thereto and full right
and authority to sell the Contract and the security interest created thereby to
Assignee hereunder;
(6) The security interest created by the Contract constitutes a first rank lien
upon the property d[!sCfibed therein; that such security interest and this
Assignment thereof to Assignee have been duly perfected as required by
applicable law (except Insofar as issuance of any Certificate of Title with
Assignee's lien notation thereon is presently pending following due application
made therefor); nnd !hat the Contract and property tile rein described are free
or all other liens or encumbrances;
(7) The Contract has been validly transferred to Assignee, that no part of the
indebtedness represented thereby is past due, and that no default exists on
lhe part of the obligor thereunder; and that all legal requirements of any
Jurisdiction applicable lo the transaction from which the Contract ociginated,
and applicable lo the Contract and the Assignment, have been satisfied.
In addition to any liability of Seller under the foregoing Assignment, Seifer shall tlave the following liability to Assignee under lhe Limited liability Agreement:
X Non-Recourse
Limited Liability- Percentage of Contract Payoff ___ %
Limited Liability, Other _______________ _
Full Recourse: If Buyer fails to pay any payment on the Contract when due, or if Buyer is otherwise in def3ult under the terms or the Contract, or if
Buyer or Seller becomes insolvent or makes assignment for the benefit of creditors, or if a pelition for a receiver or in bankruptcy is filed by or against
Buyer or Seller, then In any of sudt events Seller will, without requiring Assignee to proceed against Buyer or any other person or any security,
repurchase the Contract on demand and pay Assignee in cash the balance remaining unpaid thereunder plus any expenses of collection,
repossession, transportation and storage, and reasonable attorney's fees and court costs incurred by Assignee, Jess any customary refund by
Assignee of unearned finance charges. Seller waives all rights arising under ttle Limited liability Agreement relating to any failure on the part of
Assignee to obtain possession within 160 days.
ASSIGNMENT: The foregoing contract is-hereby-assigned-under the terms ..
of the seller's above.
ACCEPTANCE: The foregoing assignment Is hereby accepted.-
FronchEIIison Truck Contor, LLC, DBA l<on h of South
SELLER
BY:
P.O.
Denton, TX 2 4

BY:

TITLE:
JO- 'LJ)- \\
DATE:
Sellers Assignment tor the Security Agreement dated on ()f 8boul Odober 1!iJ, 2011 be!ween DELTA PRODUCE l.P. {Buyer) and FrenchEU!Son Trnclt Center, LLCDBAKenv.'Ofth oiSouth
TexasSan Antonio, DBA Kenwor1h of South Antonio (Seller} v.tlidllncludes. wilhout limitation, an item of Collateral with the (oiiO\ving Vehicle IdentificatiOn Number:
1XKA049XOCJ319398.
Cal. Uo. 1286A OW Version 4.64.1-1 (10nOIO) ORIGINAL FOR PACCAFl FINANCIAL CORP. Pt!nted Od-18-2011 3:52PM
12-50073-lmc Doc#24-6 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit E Pg 1 of 7
PACCAIR
FINANCIAL
SELLER BUYER
NAME French Ellison Truck Center,LLC NAME DELTA PRODUCE l.P.
DBA Kcnworlh or South Texas-San Antonio
ADDRESS SAN ANTONIO, 1X 78207
ADDRESS San Anlonio TX 78220
ADDRESS SAN ANTONIO 1X 78207
Seller hereby sells, and Buyer (meaning all undersigned buyers, jointly and severally) hereby purchases, subjcd to lho tenns set forth below and on any
attachments hereto, the following described vehide(s) {the ''Vehicfe(s)"), delivery and acceptance of which In good order Buyer hereby acknowledges.
Buyer hereby grants a security interest in the Vehicle(s) and any addiUonal collateral (collectively the "Collateraf'), and any Additions and Accessions thereto (as
defined below), to Seller and its assigns to secure prompt payment of the indebtedness herein and performance of Buyer's other obligations, Including any
additional indebtedness Incurred as provided by this Contract and any extensions and renewals of the obligations and future advances and Is subject to
paragraph 16 "Cross Collaterar' and the other provisions below. The security Interest extends to the pmceeds of the Collateral and the proceeds of any
insurance policy.
Buyer also acknowledges that Seller has offered to sell the Vehlclc(s) for the cash price indicated, but that the Buyor has chosen to purchase on the terms and
conditions or this Contract
DESCRIPTION OF VEtiiCLEISl COLLATERAL Uor socurltv ouroosos onlvl
YEAR MAKE MOOEl VEHICLE IDENTIFICAllON NUMBER NEW/USED PRICE OF VEHICLE
2012 Kenworth T660 IXKAD49X2CJ319399 New
$147,700.00
Total: $147 700.00
DESCRIPTION OF TRADEIN EQUIPMENT
YEAR MAKE MODEL VEHICLE IDENTIFICAllON NUMBER ALLOWANCE PAYOFF PAYOFF DUE TO
Total:
TOTAL CASH PRICE:
1.
DOWN PAYMENT:
2.
5, FEES: (llemize)
G:UNPAID BALANCE.(Amotlnl Financedr (3+4+5)
Cash Price
Sales Tax
Title Fee
TOTAL CASH PRICE
Net Trade-in
Cash
TOTAL DOWN PAYMENT
5A. Offocial Fee(s)
5B. Document Preparation Foe
5C.DIT
TOTAL FEES (5A+58+5C)
7. FINANCE CHARGE [Time Price Differenlial- (SecUon 17))
6. TOTAL PAYMENTS (Contracl Balance) (6+7)
9. DEFERRED PAYMENT PRICE (1+4+5+l)
$0.00
$147,700.00
$0.00
$38.00
$0.00
$14,785.00
$62.00
$50.00
so.oo
$0.00
$147,738.00
$14,785.00
$132,953.00
$0.00
$112.00
$133,085:00 .
$14,010.84
$147,075.84
$161 860.84
Pi'lge 1 ol5 of Securily Agreement dated on Of about Oc.tobet' 19,2011 between DELTA PRODUCE l.P., (Buyet} ond frenthEU!son Truck Center,llC, OBAKenworth
ol South Texas-San Antonio (Seller) which lncluc:les. without l:rrtitatlon, an ilem ol Collateral With lhe Vehlctl! lden!iflcation Number: 1XKA049X2CJ319399.
Cal. No. 1288A Texas OWVer51on -1.1)4. 14 {1012010) ORIGit.fAl FOR PACCAR FINANCIAl CORP.

FINANCIAL
PREPAYMENT REBATE: Upon prepayment in full or acceleration, Buyer is enti!led to a rebate of the Finance Charge (llem 7) computed in
accordance with the of the Balances Method". An acquisition charge of $150.00 may be deduded in determining the amount of the rebate. No rebate less
I PAYMENTSCHEOULE
Tho Contract Balance (Item 8) Is payable to the Seller or his assignee based on tho following schedule:
First Installment No. of InstAllments Amount Each First Installment No. of Installments Amount Each
1. December .4, 2011 48 $3,064.08
INSURANCE
4A. PHYSICAL DAMAGE is required. Buyer may provide such insurance through any insurance company authorized to do business in this state,
atlhough Seller, as to dual interest insurance, may reject any insurer for reasonable cause.
Physical damago insurance is nol financed In this contract.
4 a CREDITLIE.E...CBEDIT ACCIDFNT ANO..J:!EALitl l I d by S II f l . I f dlt d !I I d d - are no requ re c cr. are no a ac or'" approva o ere , an are no ncu e
I DESIRE: INSURANCE COMPANY TERM
N/A CREDIT LIFE INSURANCE NIA N/A
NIA CREDrr ACCIDENT & HEALTH INSURANCE NIA NIA
COVERAGE
FEE
.00
$.00
Buyer acknowledges d1sdosure of msurance charges above nnd requests and authouzes Seller to obtain Insurance coverage checked and mclude the cost In
ilem4.
AGGREGATE AMOUNT OF INSURANCE(4A+49)
BUYER REPRESENTS AND WARRAtiTS
The Collateral is lobe used for business and commercial purposes, and not for agricultural purposes or ror personal. family or household use.
The Collaleralwill be titled In the State of Texas.
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
1X
78207
Buyer wm immediately nolify Seller in writing of any change in the above address or location.
This contract is entered into in the State of Texas and is governed by its laws.
so.oo
For each installment not paid when due, Buyer agrees to pay Seller a delinquency charge calcuhl!ed thereon al the rale of 1Y.z% per month for the period of
. delinquency or,.at Seller's oplion,.5% of.such Installment,. provided that such a delinquency-charge is not-prohibited by-law, otherwise at-the highest rate Buyer
can legally obligate itself to pay andfor Seller can legally coiled.
Pogo 2 of5 ol soanlyA9"'""'"""'' on o"bou1 Ocloboc 19,2011 bolw"o DELTA PRODUCE LP., (B..,) '"""""'"E"'"" Tru<k Contor. LLC, I
ol So"h Tom-Son Anloolo (Sollor) ohkh '""''" wHhout "''"'"" en 'm ol Co"' !era! w'h ll>e loOowlng Vohlde N"mbe<: 1XKA049X2CJ319399.
Cal. 1288A Texas OW Version 4.64.14 (101"2010) ORIGINAl FOR PACCAR FINANCIAL CORP. Printed0e11820113:57PM

FINANCIAL
1. CERTIFICATE OF TITLE-LIENS.
Buyer agrees that any Certificate of Title for the Collateral will show Seller's
securily interest (lien} and will be delivered promptly to Seller. Seller has tho
right to hold the Certifrcato of Tille until Buyer pays all indebtedness and
performs all other obligations under this Conlract. Buyer promises not to give
any ather party a lien or sewrity interest in the Collateral without Seller's
written consent. Bl1yer promises not to part with possession of, sell or lease
the Collateral without Seller's written appwval. Buyer hereby:
(a) agrees thai from time to lime. tll the expense of the Buyer, Buyer will
promplly execute and deliver all further instruments and documents, and take
all further action that may be necessary or desirable, or that Seller may
request, in order to perfect or protect any security interest granled or purported
to be granted hereby or to enable Seller to exercise and enforce its rights and
remedies he.rcundcr wi!h rcsped to any Collateral, and
(b) grants to Seller the power to sign Buye(s name and on behalf of Buyer lo
execute and file appllcations for Iitle, transfers of Iitie, financing statements,
notrees of lien and other documents pertaining to any or all of the Collateral.
2. ASSIGNMENT.
Seller has the right to assign this Contract to PACCAR Financial Corp. If Seller
does assign 11, PACCAR Financial Corp. will take all of the Seller's right, title
and interest under this Contmct (including Seller's interest In the
Thereafter, the term "Seller" In this contract shall mean PACCAR Financial
Corp. This means, among other things, Uta! Buyer will be required to make the
payments under this Contract difectly to PACCAR Financial Corp. Buyer
agrees thai if Seller assigns lhls Contract, and PACCAR Financial Corp. sues
Buyer to collect any amount Buyer owes to PACCAR Financial Corp. or to
enforce any of Buyets other obligations to PACCAR Financial Corp., Buyer will
not assert any claim or defense Buyer has against Seller as a dalm, defense,
3.1NSURANCE.
Buyer agrees lo keep the collateral continuously insured against fire, then,
Seller has approved. The amount of Insurance shall bo the rui!Insurable value
of the Collateral or the full amount of all obligations this Contract secures,
whichever Is greater. The Insurance policy shall provide, In a form acceptable
Seller certificates or, if requested, policies of insurance satisfactory to Seller,
each with a loss-payable endorsement naming Seller or Its assigns as lOSS
payee as their interests may appear. Tho insurance policy shall provide that It
can be canceled only aner writlen nolice of intention lo cancel has been
delivered to Seller at least ten (10) days before the cancellation dale. If the
Collateral is lost or damaged, Seller shall have full power to collect any or all
Insurance proceeds and to apply them as Seller chooses either to satisfy any
obligation secured by thls Contract (whether or not due or otherwise matured),
or to repair the Collateral. If Buyer obtains insurance from a company Seller
has not approved, or fails to obtain any Insurance, Seller may (but does not
have to) obtain any insurance Seller desires to protect its interests. If Seller
does so, Buyer shall reimburse Seller upon demand for its expenses. Seller
shall have no liability at all for any losses which occur because no insurance
has been obtained or the coverage of the Insurance which has been obtained
is incomplete.
4. TAXES:
and other governmental charges Imposed on the Collateral or its sale or use.
5. USE OF COLLATERAL.
damage, or destruction of or to the Collateral; to prevent any unlawful usc of
the Collateral; and not to make or allow to be made any significant change Jn
the Collateral or in its chassis, body or special equipment, without Seller's
written consent. Buyer assumes all risk of damago,loss or destruction of or to
the Collateral, whether or not insured againsl Seller may examine the
collateral wherever located at any time, and Buyer will infonn Seller of the
Collateral's location upon Seller's request
Seller such as taxes
1
insurance premiums, repair bills, title fees, or any
expenses Incurred under Section 11. Buyets obligation to pay the expenses
shall be secured by this Contract.
7. TRADEINS.
If Buyer has lraded in any property, Buyer represents and warrants lhallhe
desctiplion of it on the front of this Contract is aCGurate, that the title conveyed
Is good and ils transfer rightful, and thai the property is delivered free from any
security lntorost or other lien or encumbrance.
8. NO WARRANlY.
If the Vehicle is new, there is no warranty other than that of the manufacturer.
If the Vehicle is used, it Is sold "AS IS" and 'WITH ALL FAULTS".
SELLER MAKES NO WARRANTY OF MERCHANTABILilY OR FITNESS
EXPRESS OR IMPLIED.
Anything added to the Collateral, including but not limited to engines,
transmissions, tires, wheels, fifth wheels, radios and electrical equipment
tanks and any other body or struclure that becomes part of the Collateral, shall
constitute "Additions & Accessions"' and shall be subject to Seller's security
Interest. All Additions & Accessions must stay with tho Collateral if it Is
10. DEFAULT.
Time Is of the essence in this Contract. The due dates for payments and the
porformance of the other obligations under this contract are among Its most
crucial provisions. Buyer shall be in default under this Contract upon tho
(a) Buyer fails to pay on or before the due date the full amount of any
scheduled payment, taxes, insurance premium, or other obligation secured by
this Contract or under any other instrument or agreement;
(b) Buyer fails to perform any of Buyer's obligations under thts Contract;
(c) Any representation Buyer has made In this Contract or In any credit
application or financial statement Suyer has given in conned!on with the credit
secured by the Contract turns out to be false;
(d) Any check, note or other instrument given for a payment is dishonored
(f) Buyer's or subject to insolvency proceedings as defined In the
Uniform Commercial Code or becomes subject to bankruptcy;
(g) Buyer defaults In the payment or perfonnanca of any other agreement in
connection with any other obligation owed to PACCAR Financial Corp. or for
borrowed money;
(h) Any merger of the borrower with or into eny person, or any sale,
conveyance, transfer, lease or other disposition (whether in one or
a series of transactions) of all or substantially all or the buyer's assets Without
the prior approval of PACCAR Financial Corp.;
(i) Any change In the Chief Executive Officer and/or the Chief Financial Officer
of the Buyer without prior notification to PACCAR Financial Corp.; or
0) Seller reasonably deems the Collateral in danger of misuse, confiscation,
11. REMEDIES.
If Buyer defaulls under this Contract, Seller may, at Its option, wilh or without
__ _\Q __ -- ...... - .... __ ........... ........ - ......... ......... . .... .
(a) Declare this Contract to be in
(b) Declare the entire amount of the unpaid Time Balance, after deducting
unearned Time Price Differential in accordance with the applicable state law,
and other charges and indebtedness secured by this Contract Immediately due
and payable, without protest, presentment demand or notice (including but
limited to notice of intent to accelerate and notice o' acceleration), all of Which
Buyer waives; and
(c) Exercise all of lhc rights and remedies of a secured party under the
Unlfonn Commercial Code and any other applicabtc laws.
In addition to the foregoing and any other rights Seller has under the Jaw In
effect at lhe time of default, the following provisions shall apply:
Seller at a place Seller designates reasonably convenient to both parties.
possession of it without nonce. demand, or legal proceedings, provided such
enlry is In compliance w1lh law.
Page 3 oiS orsecumy Agreement dated on or about Odober 19, 2011 between DELTA PRODUCE L.P . (Buyer) end Frendl-Hison Truck Center,LLC, DBA Kenworlh
of South Texas-San Antonio (Seller)v.tllch il'lrJudes, without J:mltalion, en item of COllateral With llle followlng Vehicle Number: IXKAD-19X2CJ319399.
Cal tlo_ 1288A OWYenion 4.6<1.14 (1012010) ORIGINAL FOR PACCAR FINANCIAL CORP. Prinled Od-182011 3:57PM
IPACCZllR
FINANCIAL
(c) Seller shall give Ouycr at least ten (10) days written notice of any sale of
the Collateral, which Buyer agrl1cs to be reasonable notice. Notice shall be
given at the address specified in this Contract or other such nddress as Buyer
may specify In writing to Seller. Notice shall be effective when deposited In the
(d) Expense of retaking, holding, pteparing for sale, selling and tho like shall
include, to the fullest extent permilled by law, (i) the fees or any atlorneys
retained by Seller, and (ii) all other legal expenses incurred by Seller.
(e) Guyer agrees that II is liable for and will promplly pay any deficiency
resulting from any disposition of the Collateral after deraull.
Buyer agtees lhal if Seller repossesses lttc Collateral or otherwise obtains
possession of it, Seller will not be in wrongful possession of any property
contained in the Collateral or attached to it In which Soller does not have a
security interest Seller agrees to make any such property available for Buyer
to take back at a place reasonably convenient to both parties.
No provision of this Contract may be changed or amended unleSs by a written
contract signed by Seller. Sellets acceptance of late payments does not mean
that Seller Is obligated to accept any late payments in the futuro. No waiver of
any default shall operate as a watver of any other dcfaun.
This Contract and the attached E}(hibils and Addenda is the complete and
exclusive statement of rights and duties between Seller and Buyer. If any
provision is held unenforceable, it shall be deemed omitted without affecting
the enforceability of the remaining provisions.
15. BAD CHECKS.
Whenever a check, draft or order given by or on behalf of Ouyer for lhe
purpose of payment of any obligation arising under lhls Contract has been
dishonored for lack ol funds or credit to pay the item, or because the account
has. been closed, or for any other reason, Soller or Its assigns will assess and
Buyer will promptly pay a $50 fee per dishonored item, or the maximum
Buyer grants to Seller and any assignee of Seller a security interest in the
Collateral lo secure the payment and performance of all absolute and all
contingent obligations and of Buyer to Seller or to such assignee of
Seller, now existing or hereaner arising, whether under this Contract or any
other agreement and whelhet due directly or by assignment; provided.
however, upon any assignment of the Contract by Soller, the assignee shall be
deemed, for the purpose of this patagraph, the only party with a security
Interest In the Collateral.
The parties agree thai during the term of the Contract, the effective dally Time
Price Dirtcrcnlial ("TP01 shall be based on an inleresl rate equalto_A__.D.S.%.
percent per annum, compounded daily on the unpaid balance ("Suyets
Rate"}. The TPO due each month shall be equal to the sum of the daily TPOs
for the month. Based on the Guyer's Rate and assuming that all payments are
timely made, the aggregate TPD will bELS..iA&i.OAi Early or tate payments
over the term of the Contract wlll cause the actual aggregate TPD, the Time
.and t.ho .. Time_ ,Pri_g! ___ __ disclosed. _Arw
dCt3Y in payment coUid cillise 'thO:i:ie amountS .. tO be grCater thari .. disdOSed,
resulting in a larger final or payment. Early payments could cause
those amounts lo bo less than disclosed, resulting in a smaller final or
''balloon" payment or reduced number of payments. In no event shall Buyer be
required to pay interest In excess of the maximum rate allowed by law of the
state having jurisdiction over the lransaclion. The Intention of the parties Is to
conform striclfy to applicable stale usury laws, which may reduce the Buyer's
Rate to the ma)(imum amounl allowed under such usury laws now or hereafter
in effect.
18. FINANCIAL INFORMATION.
information wllich Seller may reasonably request from time to lime. Any and all
accounting principles, and will be complete and correct and fairly present
Buyer's finaricial condilion as of the dale tllereof. Seller may at any reasonable
lime examine the books and records of Ouyer and make copies lhereor.
19. CHATTEL PAPER.
This Contract is to be sold only to PACCAR Financial Corp. and is subject to
the security interest of PAC CAR Financial Corp. The only copy of this Contract
which constitutes "challot paper'' under the Uniform Commercial Code Is the
delivered lo and held by PACCAR Finandal Corp. No assignee or secured
party other than PACCAR FinanciCJI Corp, will under any circumstances
acquire any rights In, under or to this Contract or any sums due hereunder,
except that PACCAR Financial Corp. may, by a separate written assignment
signed by PACCAR Financial Corp., assign Its interest received hereundet.
20. PREPAYMENT
Buyer shall have the righllo prepay all or part of lhe principal indebtedness
due under this Contract at any time. In consideration of such prepayment right,
and as compensation to Seller for the loss of the benefit of Its bargain, unless
prohibited by applicable law, Guyer shall also pay to Seller a percentage of the
CJmount of the principal indebtedness being prepaid equal to 1/12 of 1%
(.00083) multiplied by tho number of full months remaining In the term of the
Contract or lhe maximum rate allowed under applicable law, if lower.
21. MISCELLANEOUS,
(a) This Contract shall be binding, jointly and severally, upon all parties
described as the "Buye(' and their respective heirs, executors,
representatives, successors and assigns and shall Inure to the benefit of
{b) This Contract and any other evidence of the Indebtedness given In
connection herewith may be assigned by SeUer to a third party without nolice
(C) Buyer acknowledges receipt of a tme copy of this Contract, and waives
acceptance hereof.
any right to have a jury participate in resolving any dispute, whether sounding
In contract, tort, or othciWiso, between Buyer and Seller arising out of,
connected with, related to or Incidental to the relationship established between
them In connection with this Controcl ot other instrument, document or
agreement executed or delivered In connection therewith or the lransactlons
claim, demand, action or cause of action shall be decided by court trial without
Page 4 of 5 ol Security Agreement dated on or aboul October 19,2011 between DELTA PRODUCE L.P (Duyer} end french Ellison Truck Cenler.lLC. DBA
ot Sooth Tetss.san AntoniO (Selle) v.tlkh lndude5, without f>mitatloO. on item of Collateral with tho following Vehicle ldentif.calion Number: 1XKAOot9X2CJJt9399.
Cal No. 1288A Texas OW VersiOn HU<I (10!2010) ORIGINAL FOR PAGCAR CORP. Ptil'lted Oct-182011 3:57PM
P A ~ A
FINANCIAL
NOTICE TO BUYER
To contact PACCAR Financial Corp. about this account call (940) 484;8100. This contract is subject In whole or in part to
Texas Law which Is enforced by tho Consumer Credit Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(000) 538-1579; www.occc.state.tx.us; and can be contacted relative to any Inquiries or complaints.
SELLER:
BY:
DATE:
Page 5 of 5 of Security Aqreemcnl da!cd on or abou\ October 19, :tOll between DElTA PRODUCE l.P., (Buyer) and French-EUison True); Center, UC, DBA Kenworth of' South Tekas.San
Anlonio (Seller) v.tlid! Includes. without l1mnation, en ilem of Collateral With_ the torr awing Vehicln lcfcnlil'icallon Number: .1XKAD49X2CJ319399.
Cal. tlo. 1288A Texas OW Version 4.64.14 (1012010) ORIGINAl fOR P A C C A r ~ FINANCIAL CORP, Printed Oct16-20113:57PM
FINANCIAL
CROSS-DEFAULT AND
You have purchased one or more Security Retail Installment Contracts and/or Equipment Lease Agreements (herein designated
''Accounts") arising from the sale or lease to us, by various vendors or lessors, of equipment and/or inventory (herein designated "Collateral"),
security Interests in Collateral.
In order to induce you to extend our time of payment on one or more Accounts and/or to make additional loans to us and/or to lease Collateral to
us and/or to purchase additional Accounts, an9 in consideration of you so doing, and for other good and valuable consideration, the receipt and
1. All presenlly existing and hereafler acquired Collaleral (the description of which is incorporated herein by reference) in which you have or shall
have a security interest shall secure the payment and performance of all of our liabilities and obllgaUons to you of every kind and character,
whether joint or several, direct or indirect, absolute or contingent, due or to become due, and whether under presently existing or hereafter
created Accounts or agreements or otherwise (herein Individually and collectively designated "Obligations").
2. We further agree that your security Interest in the Collateral covered by any Account now held or hereafter acquired. by you shall not be
or hereafter acquired by you have been fully performed by us. It is further agreed that you are to retain your security interest in all Collateral
covered by all Accounts now owned or hereafter acquired by you, as security for payment and performance under every Acco.unt,
3. A default under any Account or ot,her agreement between us shall be deemed to be a default under all other Accounts and agreements.
4. Upon our default, any and all Accounts and agreements shall, at your option, become immediately due and payable without notice or demand
Uniform Commercial Code as enacted in the applicable jurisdiclion(s) and as otherwise granted or accorded to you under any Account, other
agreement, rule of law, judicial decision or statute. We hereby waive, to the maximum extent permitted by law, notices of default, notices of
repossession and sale or other disposition of collateral, and all other nolices, and ln the event any such notice cannot be waived, we agree
lhat If such nolice Is mailed to us poslage prepaid at the address shown below alleas! ten (10) days prior to lhe exercise by you of any of your
rights or remedies, such notice shall be deemed to be reason,able and shall fully satisfy any requirement for glving notice.
or affect your rights and remedies under any existing Account, agreement, statute, judicial declslon or rule of
This Instrument is intended to create cross-default and cross-security between and among all Accounts now owned or hereafter acquired by you.
and assign.s.
IN WITNESS WHEREOF, we have executed this Agreement this 19th day of October
Business
DELTA PRODUCE L.P.
2001
'c.!. llo. PfC A (H1 Vii!n>ion 4.CH.l4
Page I or 1
2011
p,iotcd 0.::1.-Hl-;::(1] l

FINANCIAL
SECURITY AGREEMENT (OTIS Web}
SELLER'S ASSIGNMENT
FOR VALUE RECEIVED, Seller identified on the face of this Security
Agreement - Retail Installment Contract (the hereby sells,
transfers, and assigns to PACCAR Financial Corp., its successors and
assigns (collectively "Assignee1 all of Seller's right. title and Interest under, Jn
and to lhe Contract {including collateml therein guaranties of
Buyer's obligalions, and insurance policies and proceeds thereunder. This
Assignment is subject to acceptance by Assignee at ils offices, as indicated,
and is further subject to tho provisions of any underlying agreement bet\veen
Seller and Assignee respecting acquisition of installment paper (the "limited
Liability Agreement"),
In any event, if any of the following representalions or warranties Is untrue,
Seller uncondilionally agrees to repmchaso from Assignee, upon demand, the
Contract, and pay Assignee in cash the balance remaining unpaid thereunder
plus any expenses of collection, repossession, lransportalionand storage, and
attorney's fees and court costs incurred by Assignee, less any customary
refund by Assignee of uneamed finance charges. In addition, Seller agrees to
indemnify Assignee for any loss or expense Sustained by reason of any claim
or defense Buyer may havo a gains! Seller.
Selfef represents and warrants to Assignee that:
(1) The property or services dcsCiibed in the Contract arc acCurately described
deferred payment transaction as indicated In the Contract, and thai all
(2) Any down payment refleded In the Contract has been received, and that
the Time Balance is absolutely owing and payment thereof Is not subjed to
any Buyer defense, counterclaim, setoff or deduction known to Seller;
warranty of tho Buyer or any guarantor, whether made in the Contract or In
connection with Seller's extension of credit, Is Incorrect In any material respect,
nor has Seller any knowledge of any facts impairing the validity of the Contract
or diminishing its value;
(4) Insurance lr1 such amounts and of such coverage as is required by the
Contract is effective in respect of property described in the Contract, and that
Assignee's lienholder interest is fully protected by such insurance:
(5) The Conlract is the enUre agreement or Seller and the Buyer thereunder,
has been acquired in the regular course of Seller's business, and that it and
any guaranty thereof each is valid and genuine in all respects and is legally
enforceable against all entities and all persons by whom it purports lo have
been executed; and that Seller has good and valid title lhereto and full right
and authorlty to sell the Contract and the security Interest created thereby to
Assignee hereunder;
(6) The security Interest created by the Conbact constitutes a first rank lien
upon the property desCiibed therein; that such security interest and this
Assignment thereof to Assignee have been duty perfected as required by
applicable Jaw {except insofar as issuance of any Certificate of Title with
made therefor}; and that the Contract and property therein described are free
of aU other liens or encumbrances;
(7) The Contract has been validly transferred lo Assignee, that no part of the
indebtedness represented thereby is past due, and that no default exjsts on
the pari of the obligor thereunder, and that all legal requirements of any
jurisdiction applicable to the transaction from which the Contract originated,
and applicable to the Contract and the Assignment, have been satisfied.
In addition to c'lny liability of Seller under the foregoing Assignment, Seller shall have the following liability to Assignee under the Limited Liability Agreement:
limited llabilily of Conlract Payoff ___ %
Limited Liability, Other ________________ _
Full Recourse: If Buyer fails to pay any payment on the Contract when due, or if Buyer is otherwise in default under the terms of the Contract, or if
Buyer or Seller becomes Insolvent or makes assignment for the benefit of creditors, or If a petition for a receiver or in bankruptcy is filed by or against
Buyer or Seller, then in any of such events Seller will, without requiring Assignee to proceed against Buyer or any other person or any security,
repurchase the Contract on demand and pay Assfgnee In cash the balance remaining unpaid thereunder plus any expenses of colledion,
repossession,transpottalion and storage, and reasonable attorney's fees and court costs incurred by Assignee, less any customary refund by
Assignee of unearned finance charges. Seller waives all rights arising under the Limited liability Agreement relating to any failure on the part of
ASSIGNMENT-:--The-foregoing contract-Is hereby assigned-under.thc terms--
of the above.
___....... ACCEPTANCE: The foregoing assignment Is hereby accepted;- ----------
French-Ellison Truck Cor\tor
1
llC, DBA Konworth of South
SELLER
BY:
P.O.

.

BY;
CJIC\\\
TITLE:
la 20[,}
DATE:
ScHe(s ror the SeC11rity d3ted oo 01' about October 19,2011 beN.--een OELTA PRODUCE LP. (Buyer) and FrenCh-Ellison LlCDBA Kenworthof S<XJth
T exasSan Antonio, DBA Kenv.'Orth ol South Te11as-San Antonio (Sellet) which 'ndudes, wi1hout limftatlon. an ilem ol Col!aleralwlth lha loiiONing Veh1cle ldentific.allon Number:
1 XKAD49X2CJ319399.
Cal. No. 1288A Te-as OW Version 4.6-t.14 (10!2010)
ORlGINAl FOR PACCAR CORP.
Prinled Oct-16-2011 3:57PM
12-50073-lmc Doc#24-7 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit F Pg 1 of 7
SELLER BUYER
NAME French-Ellison Truck Center, lLC NAME DELTA PRODUCE L.P.
DBA Kenworth of South Texas-San Antonio
PLACE OF 9010 Interstate Hlghv1ay 10 East
ADDRESS SAN ANTONIO, 1X 78207
ADDRESS San Antonio TX 78220
ADDRESS SAN ANTONIO 1X 78207
Seller hereby sells, and Buyer (meaning all undersigned buyers, jolnlly and severally) hereby purchases, subject to tho terms set forth below and on any
attachments hereto, the following described vehlde(s) (the 'Vchiclo(s)"), delivery and acceptance of which In good order Buyer hereby acknowledges.
Buyer hereby grants a security intereslln the Vehicle(s) and any additional collateral (collectively the "Collateral"), and any Additions and Accessions lhereto{as
defined below), to Seller and ils assigns to secure prompt payment of the indebtedness herein and performance of Buyets other obllgalions, lndudlng any
additional Indebtedness incurred as provided by this Conttact and any extensions and renewals of lhe obligations and future advances and Is subject to
paragraph 16 "Cross Collateral" and the other provisions below. The security Interest extends to tho proceeds of the Collateral and the proceeds of any
Insurance policy.
Buyer also acknowledges thai setter has offered to sen the Vchlc1e{s) for the cash price Indicated, but that the Buyer has chosen to purchase on the terms and
OESCRIPTlON OF VEHICLE Sl COLLATERAL (for _ _pJ.Jroosos onlvl
YEAR MAKE MODEL VEHICLE IDENTIFICATION NUMBER NEW/USED PRICE OF VEHICLE
2012 Ken worth T660 1XKA049X5CJ319400 New $147,700.00
E);tended warranties and APU units
Total: $147 700.00
YEAR MAKE MODEL VEHICLE IDENTIFICATION NUMBER ALLOWANCE PAYOFF PAYOFF DUE TO
Total:
TOTAL CASH PRICE:
I.
DOWN PAYMENT:
2.
4. TOTAl AMOUNT OF INSURANCE (4A+4B)
5. FEES: (llemlze)
6: UNPAID BALANCE (Amount Financed) (3+4+5) .
Cash Price
Sales Tax
TiUe Fee
TOTAL CASH PRICE
Net Tradein
Cash
TOTAl DOWN PAYMENT
5A. Official Fee(s)
58. Document Preparallon Fee
5C. DIT
TOTAL FEES (5A+58+5C)
7. FINANCE CHARGE [Time Price Differential (Section 17)j
0. TOTAL PAYMENTS (Conlract Balance) (6+7)
9. DEFERRED PAYMENT PRICE !1+4+5+7l
$0.00
$147,700.00
$0.00
$38.00
$0.00
514,785.00
$62.00
$50.00
$0.00
$0.00
$147,738.00
$14,785.00
$132,953.00
$0.00
$112.00
. $133,065.oo
$14,010.84
$147,075.84
$161 860.84
Page 1 of 5 or 5cOJrit1 Agreement dated on or about October 19,2011 DELlA PRODUCE L.P .. (Buyer) and Frenc.h-Ellison Truck Cenler,llC, DBA Kenworth
of South Texas-san Antonio (Seller) which In etudes. withoull!mHation, an llem of Collateral with tlut following Vehkle Identification Number. tXKAD-19X5CJ319400.
Cat. No. 12881\ Texas 0\'VVcuiOn 4.61.14 (10!1'010) ORIGIUAl FOR PACCAR CORP. Prinled Oct-182011 4;00PU
PAorAR
FINANCIAL
PREPAYMENT REBATE: Upon prepayment In full or acceleration, Buyer is cntlllcd to a rebate of the unearned Finance Charge (Item 7) computed in
accordance with the "Sum of the Balances Method". An acquisition charge of $150.00 may be deducted in determining the amount of the rebate. No rebate less
than $1 will be paid,
I PAYMENT SCHEDULE
The Contract Dalancc (Item 6) Is payable to the Seller or his assignee based on the following schedule:
First Installment No. of Installments Amount Each First Installment No. of Installments Amount Each
1. December 4, 2011 48 53,064.08
INSURANCE
4A. r:t:rrICAl DAMAGE INSURANCE is required. Ouyer may provide such insurance through any insurance company authorized to do business In this state,
Physical damago Insurance Is not financed In this contract.
40 CBEQILliEE CRFOIT Af:CIQENIMUl.J:J!:ALIJ:! not are 'edbyS II are requrr e er, 1 cto I pproval f credil d are not eluded no a a r n a 0 , an
'"
I DESIRE: INSURANCE COMPANY TERM
N/A CREDIT LIFE INSURANCE N/A N/A
N/A CREDIT ACCIDENT & HEALTH INSURANCE N/A NIA
COVERAGE
. FEE
.00
s.oo
Buyer acknowledges disclosure of insurance charges above and requests and authorizes Seller to obtain insurance coverage checked and incfude the coslln
itcm4.
AGGREGATE AMOUNT OF INSURANCE(4At4B)
The Collateral is to be used for business and commercial purposes, and not for agricullural purposes or for personal, family or household use.
The Collateral will be tilled in the State of Texas.
Buyer's chief place ol business is located at STREET
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
lX
78207
Buyer will immediately notify Seller In writing of any change in the above address or location.
This contract is entered into in the Stale of Texas and is governed by its laws.
f DELINQUENCY ClfARGE
$0.00
For each installment not paid when duE!, Buyer agrees to pay Seller a delinquency charge calculated thereon at the rate of 1Yl% per month for the period of
.. delinquency-or,-at Selle(s opl!on,-5% of such lnstal!ment, .. provided that such a delinquency charge is not prohibited by law; otherwiseat the highest rate Buyer
can legally obligate itself to pay and/or Seller can legally collect.
Pnge '2 or ti or security Ag1ecment dated on or about Oc:lobcr 19, 2011 betn-een DELTA PRODUCE L.P., (Buyer) and frenct\-EIIisoo \ruck Center,LLC, DBA Kt:nY.'Orth I L
of Soolh TexnSan Antonio (Seller)Y.flich lndtJdCS, V.'ithout limitation, an item llf Co!!alelelwi\h the lo!laHing Vehicle Identification 1XKAD-t9X5CJ319400.
Cat. No. 1288A TerM OW Version 4.64.14 (1012010) ORIGINAL FOR PACCARFINANCIAL COnP. Pfinlcd Oct-1820114:00PM
PAcrAR
FINANCIAL
1. CERTIFICATE OF TITLE LIENS.
Buyer agrees that any Certificate of Title for the Collateral will show Seller's
security interesl (lien) and will be delivered promptly to Seller. Seller has tho
right to hold the Certificate of Title until Buyer pays all indebtedness and
perfonns all other obligalfons under this Contmct. Buyer promises not to give
any other party a lien or security interest In the Collateral without Seller's
wrilten consent Buyer promises not lo part with possession of, sell or lease
the Collateral without Seller's written approvaL Buyer hereby:
(a) agrees that from time to time, nl the expense of the Buyer, Buyer will
promptly execute and deliver all furthcr Instruments and documents, and take
request, in order to perfect or protect any security interest granted or purported
to be granted hereby or to enable Seller to exercise and enforce Its rights and
remedies hereunder with respect to ClRY Collateral, and
(b) grants to Soller the power to sign Buyer's name and on behalf of Buyer lo
execute and file applicalions for title, transfers of title, financing statements,
notices of lien and other documents pertaining to any or all of the Collateral.
2. ASSIGNMENT.
Seller has the right to assign this Contract to PACCAR Financial Corp. It Seller
does assign it, PACCAR Financial Corp. will take all of the Seller's right, title
and interest under this Contract (Including Seller's interest In the Collateral).
Thereafter, the term in this contract shall mean PACCAR Financial
C<lrp. This means, among other things, thai Buyer will be required to make the
payments under this Contract ditcdly to PACCAR Financial Corp. Buyer
agrees that if Seller assigns this CiJntract, and PACCAR Financtal Corp. sues
Buyer to collect any amount Buyer owes to PACCAR Financial Corp. or to
enforce any of Buyer's other iJbligallons to PACCAR Financial Corp., Buyer will
not assert any claim or defense Buyer has against Seller as a clalm, defense,
or setoff against PACCM Financial Corp.
3. INSURANCE.
Buyer agrees to keep lhe collateral continuously insured against fire, theft,
Seller has approved. The amount of insurance shall be the full insurable value
whichever is greater. The Insurance policy shall provide, in a form acceptable
to Seller, for payment of any loss to Seller. Buyer shalt deliVer promptly to
Seller certificates or, if requested, policies of insurance satisfactory to Seller,
each with a loss-payable endorsement naming Seller or its assigns as loss-
payee as their interests may appear. The insurance policy shall provide that it
can be canceled only arter written notice or Intention to cancel has been
delivered to Seller at least ten (10) days before the cancellation dale. If the
Collateral is lost or damaged, Sellar shall have run power to collect any or all
Insurance proceeds and to apply them as Seller chooses either to satisfy any
obligation secured by this Contract (whether or not due or otherwise matured),
or to repair the Collateral. tr Buyer obtains insurance from a company Seller
has not approved, or fails to obtain any insurance, Seller may (but does not
have to) obtain any insurance Seller desires lo protect Its Interests. If Seller
does so, Buyer shall reimburse Seller upon demand for its expenses. Seller
shall have no liability at all for any losses which occur because no Insurance
has been obtained or tho coverage of the insurance which has been obtained
Is incomplete.
4,TAXES;
and other governmental charges imposed on the Collateral or i!s sale or use.
6. USE OF COLLATERAL.
damage, or deslruction of or to the Collateral; to prevent any unlawful use of
the Collateral; and not to make or allow to be made any significant change In
the Collateral or in its chassis, body or spedal equipment, without Seller's
written consent. Ouyer assumes all risk of damage, loss or destruction of or to
the Collateral, whether or nol insured against. Seller may examine the
collateral wherever located at any time, and Buyer will inform Seller of the
Seller such as taxes, insurance premiums, repair bms, title fees, or any
expenses incurred under Section 11. Buyer's obligation to pay the expenses
7. TRADEINS.
If Buyec has traded in any property, Buyer represents and warrants that the
description of it on the front of this Contract is accurate, thai the title conveyed
is good and Us transfer rightful, and that the property Is delivered free from any
security interest or other lien or encumbrance.
8. NO WARRANTY.
If the Vehicle is new, there is no warranty other than that of the manufacturer.
If the Vehicle is used, it is sold "AS IS" and 'WITH ALL FAULTS ...
SIGNED BY HIE SELLER, THERE ARE NO OTHER WARRANTIES
EXPRESS OR IMPLIED.
Anything added to the Collateral, including but not limited to engines,
transmissions, tires, wheels, fiflh wheels, radios and electrical equipment,
tanks and any other body or structure that becomes par1 of the Collateral, shall
constitute '"Additions & Accessions" and shall be subject to Seller's security
interest. All Additions & Accessions must stay with lhe Collateral if it Is
10. DEFAULT.
Time is of the essence in this Contract The due dates for payments and the
performance of the other obligations under this contract are among its most
occuuence of any of the following:
(a) Buyer fails to pay on or before tho due date the full amount of any
scheduled payment, taxes, Insurance premium, or other obligation secured by
this Contract or under any other Instrument or agreement;
(b) Buyer fails to perform any of Buyer's obligations under this Contract;
(c) Any representation Buyer has made in this Contract or in any credit
application or financial statement Buyer has given in connection wilh the credit
secured by the Contract turns out to be false;
(d) Any check, note or olher Instrument given for a payment Is dishonored
(f) Buyer's death or subject to insolvency proceedings as defined in the
Unifonn Commercial Code or becomes subject to bankruptcy;
(g) Buyer defaults In tho payment or performance of any other agreement in
borrowed money;
(h) Any merger of lho borrower with or into any person, or any sal&,
conveyance, transfer, lease or other disposition (whether in one transaction or
a series of transaclions) or all or substantially all of the buyer's assets without
{i) Any chango in the Chiof Executive Officer and/or lhe Chief Financial Officer
or the Buyer without prior notification to PACCAR Financial Corp.: or
(j) Seller reasonably deems the Collateral in danger of misuse, confiscation,
damage, or desltuclion.
11. REMEDIES.
If Ouyer defaulls under this Contract, Seller may, at its option, with or without
__to BIJyer: ...... _ __ ..... ... . ____ ... ....... ....... ........ . ....... ____ .......... "
ral Dedaf6 lh!S. COiitrad to be in default;
{b) Declare the entire amount of the unpaid Time Balance, after dedudlng
and other charges and Indebtedness secured by this Contract immediately due
and payable, without protest, presentment demand or nolice (including but not
limited to notice of intent to accelerate and notice of acceleration). all of which
Buyer waives; and
{c) Exercise all of tho rights and remedies of a secured party under the
In addition to the foregoing and any other rights Seller has under the law in
eUect at the time of default, lhe following provisions shall apply:
(a) On Seiler's demand, Buyer shall deliver possession of the Collateral to
Seller ala place SeHer designates reasonably convenient to both parties.
(b) Seifer may enter any premises where the Collateral may bo found and take
possession of il without notice, demand, or legal proceedings, provided such
entry Is In compliance with law.
Page J of 5 ol SeCIJrilyAgreemcnl dated on or about Odober 19,2011 OELTA PRODUCE LP-. (Buyer) and FrentflEINson Truck center,llC, OUA Kenv.'Orth fllJ
of South Antonio (Seller)v.fl!ch lncrudes, M!Mut t;mi!allon, en Item orconaterelwlth the folfowlng Vellltle Number. 1XKA049XSCJ319400.
Cat No. 128BA OWVeuion 4.64.14 (1012010) ORIGINAL FOR PACCAR FINANCIAl CORP. Pcinlcd Od16201-t -4:00PM
PAOMR
FINANCIAL
(c) Seller shall give Buyer at leas! len (10) days written notice of any of
giVen at the address specified in this Contract or other such address as Buyer
may specify in wriling to Seller. Nolice shall be effective when deposited in the
(d) Expense of retaking, holding, preparing for sale, selling <Jnd the like shall
include, to !he fullest extenl permitted by law, {i) the fees or any attorneys
retained by Seller, and (ii) all other legal expenses Incurred by Seller.
(e) Buyer agrees that rt is liable for and will promptly pay any deficiency
resulting from any disposition of the Collateral after default.
Buyer agrees that if Seller repossesses the Collateral or oltterwise obtains
possession of II, Seller will not be in wrongful possession of any property
contained In lhe Collateral or attached to it in which Seller does not have a
security interest. Seller agrees to make any such property available for Buyer
to take back a( a place reasonably convenient to both parties.
No provision or this Contract may be changed or amended unless by a written
thai Seller is obligated to accept any late payments in the future. No waiVer of
any default shalt operate as a waiver of any other default.
This Conttact and the al!ached Exhibits and Addenda is the complete and
exclusive statement of rights and duties between Seller and Duyer. If any
provision is held unenforceable, it shall be deemed omitted without affecting
15. BAD CHECKS.
\Nhenever a check, draft or order given by or on behalf of Duyer for the
dishonored for lack of funds or credit to pay the ilem, or because the account
has been closed, or for any olher reason, Seller or its assigns will assess and
16, CROSS COLLATERAL.
Buyer grants to Seller and any of Seller a security interest in the
Collateral to secure the payment and performance of all absolute and ail
contingent obligations and liabilities or Buyer to Seller or to such assignee of
Seller, now existing or hereafter arising, whether uncfer this Contract or any
however, upon any assignment of the Contract by Seller, the assignee shall be
deemed, for the purpose of this paragraph, the only party with a security
interest in the
17. TIME PRICE OIFFERENTIAL.
The parties agree that during the term of the Contract, the effeclive daily Time
Price Differential (''TPO") shall be based on an interest rate
percent per annum, compounded daily on tho unpaid balance (''Buyc(s
Rate"), The TPD due each month be equal to the sum of the daily TPDs
for the month. Based on the Buyer's Rate and assuming that all payments are
timely made, the aggregate TPD will bll...liAJl.10.1M. Early or late payments
over the term of the Contract will cause the actual aggregate TPO, the Time
Balance and the Total Time Sale Price to be different than disclosed. Any
delay"ln payment could-causc thosc--arOO"Uhtsto be g-reatet"than-diSdO'$ed;
resulting in a larger final or "balloon" payment. Early paymenls could cause
those amounts lo be less than disclosed, resulting in a smaller final or
"balloon" payment or reduced number of payments.ln no event shall Buyer be
required to pay interest in excess of !he maximum rate allowed by law of the
state having jurisdiction over the transaction. The intention of the parties Is to
conrorm stridly to applicable state usury laws, which may reduce the Buye(s
Rate to the maximum amount allowed under such usury laws now or hereaRer
in effect.
information which Seller may reasonably request from time to lime. Any and all
financial statements wilt be prepared on a basis of generally accepted
Buyer's financial condition as of the dale thereof. Seller may at any reasonable
time examine the books and records of Buyer and make copies thereof.
19, CHAlTEL PAPER.
This Contract is to be sold only to PACCAR Financial Corp. and is subject to
the security interest of PACCAR Financial Corp. The only copy of this Contract
which constitutes "chatlcl paper" under the Unifonn Commercial Code is the
copy marknd "ORIGINAL FOR PACCAR FINANCIAL CORP." which is
acquire any rights In, under or to this Centrad or any sums due hereunder,
except that PACCAR Financial Corp. may, by a separate written assignment
signed by PACCAR Financial Corp., assign its Jnterost received hereunder.
20, PREPAYMENT
due under this Contract at any time. In consideration or such prepayment right,
and as compensation to Seller for the loss of the benefit of its bargain, unless
prohibited by applicable law, Buyer shall also pay to Seller a percentage of lhe
of the ptincipal indebtedness being prepaid equal to 1112 of 1%
(.00083) multiplied by lhe number of full months remaining In the term of the
Contract or the maximum rate allowed under applicable law,lf lower.
21. MISCELLANEOUS.
described as the "Buyer" and their tespective holrs, executors,
representatives, successors and assigns and shall inure to the benefit of
(b) This Contract and any other evidence of the indebtedness given in
connection herewilh may be assigned by Seller to a third party without notice
to Buyer and Buyer hereby waives any defense, counterclaim or cross-
acceptance hereof.
Except as othefWise provided by applicable law Buyer and Seller each waive
any right to have a jury partidpatc in resolving any dispute, whether sounding
in contract, tort, or otheiWise, between Buyer and Seller arising out of,
connected with, related to or Incidental to the rolalionship established between
them In connection with this Contract or other Instrument, document or
agreement executed or delivered in connection lherewith or the transactions
claim, demand, acUon or cause of action shall be decided by court trial without
with any court as written evidence of the consent of the parties herelo to the
waiver or their right to trial by jury.
./
P.ago 4 or 5 of Security Agreement r:la!ed on or about Odobcr 19, 2011 betv.-een DElTA PRODUCE LP., and FtenchEIIIson Truck Cenlct, LLC, ODA KenWOf1Jt
or StKrth TexasSan /l.ntonlo (Seller} v.tllch i'lc:ludes, Wi1hout limitatiOn, en item ot Collareral with the following Vehiclo ldentifK.alion Number: IXKA049XSCJ319400.
Cot. tlo. TexM OWVen!otl -4.64. '4 (fCinOtO) ORIGINAl FOR PACCAR CORP. Pr!otcd Odt820114:00Pf.t
IPACCAR
FINANCIAL
NOTICE- SEE ALL PAGES FOR IMPORTANT TERMS WHICH ARE PART OF THIS CONTRACT.
NOTICE TO BUYER
To contacl PACCAR Financial Corp. aboullhls account call (940) 484-8100. This contract Is subject In whole or in part to
Texas Law which is enforced by the Consumer Credll Commissioner, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(800) 538-1579; www.occc.statc.tx.us; and can be contacted relative to any Inquiries or complaints.
SELLER: BUYER DELTA PRODUCE L.P.
BY:

DATE: DATE: Oclober 19,2011
P.ago S of 5 of SeaJrity Agreement d.11ed on or about October 19,2011 between DELTA PRODUCE l.P., (6uyer) and FtencllEIIlson Truck Center.LLC, OBAt<enworth of South Texas-San
Antonio {Seller) which Includes, wilhout limitation, an ilem of Collotera1Wi1h lhe fol!cwing Vehicle ldenlific.alion Number. IXKAD49X5CJ319400.
Cat No. 1288A Texas OW Version 4.64.14 (10!2010) ORIGINAl FOR PACCAR fii-IANCIAl CORP. Printed Oct4 1S.2011 -4:00PM
PAa-JIR
FINANCIAL
CROSS-DEFAULT AND
"Accounts"} arising from the sale or lease to us, by various vendors or lessors, of equipment and/or inventory (herein designated "Collateral"),
and/or you have made direct loans to us and/or leased Collateral to us and/or otheJWise extended credit to us evidenced by Accounts creating
security interests in Collateral.
In order to induce you to extend our time of payment on one or more Accounts and/or to make additional loans to us and/or to lease Collateral
to us and/or to purchase addilional Accounts, and in consideration of you so doing, and for other good and valuable consideration, the receipt
and sufficiency of which we h e ~ e b y acknowledge, we agree as follows:
1. All presently existing and hereafter acquired Collateral (the description of which is incorporated herein by reference) in which you have or
shall have a securily interest shall secure the payment and performance of all of our liabilities and obligations to you of every kind and
character, whether joint or several, direct or indirect, absolute or contingent, due or to become due, and whether under presently existing or
hereafter created Accounts or agreements or olhefWise (herein Individually and collectively designated "Obligations").
2. We further agree that your security interest In the Collateral covered by any Account now held or hereafter acquired by you shall not be
terminated in whole or part until and unless all of our Obligations to you are fully paid and satisfied and the terms of every Account now
owned or hereafter acquired by you have been fully performed by us. It is further agreed that you are to retain your security inlerest in all
Collateral covered by all Accounts now owned or hereafter acquired by you, as security for payment and performance under every Account,
3. A default under any Account or other agreement beh-veen us shall be deemed to be a default under all other Accounts and agreements.
4. Upon our default, any and all Accounts and agreements shall, at your option, become immediately due and payable without notice or
demand to us or any other party obligated thereon, and you shall have and may exercise any and all rights and remedies of a secured party
under the Uniform Commercial Code as enacted in the applicable jurisdiclion{s) and as otheJWise granted or accorded to you under any
Account, other agreement, rule of law, judicial decision or statute. We hereby waive, to the maximum extent permitted by law, notices of
default, notices of repossession and sale or other disposition of collateral, and all other notices, and in the event any such notice cannot be
waived, we agree that if such notice Is mailed to us postage prepaid at the address shown below at least ten (10) days prior to the exercise
by you of any of your rights or remedies, such notice shall be deemed to be reasonable and shall fully satisfy any requirement for giving
notice.
or affect your rights and remedies under any existing Account, agreement, statute, judiplal decision or rule of law.
This instrument is intended to create cross-default and cross-security between and among all Accounts now owned or hereafter acquired by you.
This agreement may not be varied or altered nor its provisionS waived except by your duly executed written agreement. This agreement shalf
inure to the benefit of your successors and assigns and shall be binding upon our heirs, administrators, executors, legal representatives,
successors and assigns.
IN WITNESS WHEREOF, we have executed this Agreement this _12th day of Ck,tober 2011
Business
DELTA PRODUCE L;P; -
2001 S lAREDO
Z Z ? ~
ens n, re Ideo
/
Page I of 1

FINANCIAL
SELLER'S ASSIGNMENT
FOR VALUE RECEIVED, Seller identified on the face of lhis Security
Agreement - Relail Installment Contract (the "Contractj hereby sells,
transfers, and assigns to PACCAR Financial Corp., Us successors and
assigns (collectively "Assigneej all or Seller's right, Iitie and interest under, in
and to the Conhad {including collateral therein described), guaranties of
Buyer's obligations, and insurance policies and proceeds thereunder. This
Assignment is subject to acceptance by Assignee at its offices, as Indicated,
and is further sullject to the provisions of any underlying agreement bel\veen
Seller and Assignee respecting acquisilion of Jnstalfmcnl paper (the "Limiled
liability Agrcement1.
In any' event, if any or the following representallons or warranties is untrue,
Soller unconditionally agrees to repurchase from Assignee, upon demand, the
Contract, and pay Assigneo In cash the balance remaining unpaid thereunder
auorney's fees and court costs incuned by Assignee, less any customary
refund by Assignee of unearned finance d1arges. In addition, Seller agrees to
Indemnify Assignee for any loss or expense sustained by reason of any claim
Seller represents and warrants to Assignee that:
(1) The property or services described in the Contract arc accurately described
therein, have been delivered to and occe.ptcd by Buyer under a bona fide
deferred payment transaction as indicated in the Contract. and that all
(2} Any down payment renected in the Contract has bean received, and that
the Time Balance is absolutely owing and payment thereof is not subject lo
warranty of the Buyer or any guarantor, whether made in the Contract or in
connection with Seller's extension of credit, is incorrect in any material respect,
nor has Seller any knowledge of any facts Impairing the validity of the Contract
or diminishing its value:
(4) Insurance in such amounts and of such coverage as is required by the
Contract is effective in respect or property described In the Contract, and that
Assignee's lienholder interest Is fully protected by such insurance;
(5) The Contract is !he entire agreement of Seller and the Buyer thereunder,
has been acquired in the regular course of Seller's business, and that it and
any guaranty thereof each fs valid and genuine In all respects and is legally
enforceable against all entities and all persons by whom il purports to have
been executed; and that Seller has good and valid title thereto and full right
and authority to sell the Contract and the security interest created thereby to
Assignee hereunder.
(6) The security interest created by the Contract constitutes a first rank lion
upon the property descfibed therein; that such security interest and this
applicable law (except insofar as issuance of any Certificate of Title with
made therefor); and that the Contract and property therein described arc free
of all other liens or encumbrances;
(7) The Contract has been validly transferred to Assignee. that no part of the
the part or the obligor thereunder; and that all legal requirements of any
jurisdiction applicable to the transadion from which the Contract originated,
and applicable to the Contract and lhe Assignment, have been satisfied.
In addition to any liability of Seller under lhe foregoing Assignment, Seller shall have the following liability to Assignee under the limited Uabilily Agreement:
limited liability-- Percentage of Contract Payoff ___ %
Limited Liability, Other ________________ _
Full Recourse: If Buyer fails to pay any payment ClOtho Contract when due, or if Buyer is othccwisc in default under the terms of the Contract, or if
Buyer or Seller becomes insolvent or makes assignment for the benelit CJf credilors, or if a petition for a receiver or In bankruptcy is filed by or against
Buyer or Seller, !hen in any of such events Seller will, without requiring Assignee to proceed against Buyer or any other person or any security,
repurchase the Contract on demand and pay Assignee In cash the balance remaining unpaid thereunder plus any expenses of collection,
repossession, transportation and storage, and reasonable attorney's fees and court costs incurred by Assignee, less any customary refund by
Assignee of unearned finance charges. Seller waives ali rights arising under the limited Liability Agreement relating to any failure on the part of
ASSIGNMENT: .. The.foregoing contractls.hereby assigned under-the terms-.
of the seller's above.
ACCEPTANGE:-The foregoing assignment is hereby accepled.
French-Ellison Truck Center, LLC, 08 cnworth of South
SELLER
TITLE:
ltJ'2JY t \
DATE:
Se!!er's Assignment for the Sewrity Agreement dated nn or abou1 October 19,2011 between DELTA PRODUCE L.P. {Buyer) and frenehEIIiSon Truck Center,llCOBA Kenworth ar South
T exasSan Antonio, DBA Kerw."Orth of South Texas..San Antonio (Seller) Mllch Includes, v.ilhout limilalion, an ilem of Collateral with the folla...,ing Vehicle ldentif'tc.allon Number:
1XKAD49X5CJ319400.
Cat. tto. 1288A Texas OW Version Hi.lol (10/2010)
ORIGINAl FOR PACCAR FINANCIAl CORP. Printed Ocl-18-2011 4:00PM
12-50073-lmc Doc#24-8 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit G Pg 1 of 7
PAC<'AIR
FINANCIAL
SELLER BUYER
NAME French-Ellison Truck Centcr,llC NAME DELTA PRODUCE L.P.
OOA Kcnworth of Soulh Texas-San Antonio
ADDRESS SAN ANTONIO, 'IX 78207
ADDRESS S<1n Antonio nc 78220
Seller hereby sells, and Buyer {meaning all undersigned buyers, jointly and severally) hereby purchases, subject to the terms set forth below and on any
attachments hereto, the following described vehicle(s) (lhe 'Vehicle(s)"), delivery and acceptance of which in good order Buyer hereby acknowledges.
Buyer hereby grants a security interest in the Vehide{s) and any additional collateral (colledively the "Collateral'), and any Addilions and Accessions thereto (as
defined below), to Seller and its assigns to secure prompt payment of the indebtedness herein and performance of Ouyer's other obligations, Including any
additional indebtedness Incurred as provided by this ConlrDct and any extensions and renewals of the obligations and future advances and is subject to
paragraph 16 "Cross Collateral'' and the other provisions below. The security interest extends to the proceeds of the Collateral and the proceeds of any
insurance pQiicy.
Buyer also acknowledges that Seller has offered to sell the Vehicle(s) fQr the cash price indicated, but that the Buyer has chosen to purchase on the terms and
DESCRIPTION OF VEHICLEIS\ COLlATERAlifor socurltV nurnosos onlv\
YEAR MAKE MODEL VEHICLE IDENTIFICATIOIIIIUMBER IIEWIUSEO PRICE OF VEHICLE
2012 Kenworth T660 1XKAD49X8CJ322310 New
$147,700.00
Extended warranlies and APU units
To1al: $147 700.00
YEAR MAKE MODEL VEHICLE IDENTIFICATION NUMDER AllOWANCE PAYOFF PAYOFF DUE TO
Total:
TOTAL CASH PRICE:
1.
DOWN PAYMENT:
2.
3. UNPAID CASH PRICE (1 - 2)
5. FEES: (llemize)
6. UNPAID BALANCE (Amounl Financed) (3+4+5)
Cash Price
Sales Tax
Title Fee
TOTAL CASH PRICE
Net Trade-In
Cash
TOTAL DOWN PAYMENT
SA. Official Fee(s)
53_ Document Preparation Fee
SC.DIT
.. TOTAL FEES (51\+5B+5C) .
7. FINANCE CHARGE [Time Price Differential- (Section 17)1
8. TOTAL PAYMENTS (Contract Balance) (6+7)
9. DEFERRED PAYMENT PRICE f1+4+5+7l
$0.00
$147,700.00
$0.00
$38.00
$0.00
$14,765.00
$62.00
$50.00
$0.00
$0.00
$147,736.00
$14,785.00
$132,953.00
$0.00
$112.00
- s133,oes:oo
$14,010.84
$147,075.84
$161 860.84
Page 1 ol5 of5ecuri1y Agreement dated on or about Qdober 19.2011 between DELTA PRODUCE LP., (13uyer) end French-Ellison Truck Center,LLC, DBA Kenworth
of South TexasSanAnlonlo (Sellet)Y.hicJJ illcludes. withoutl;mitatlon, nn Item of Collateral with the rolfowing Vehicle Number: 1XKA049X8CJ3'22310.
Cat. No. 1288A Te1ms OW Version 4.64.14 (1012010) ORIGINAL FOR PACCAU flt-IMlCIAl CORP. Printed0c1-18-20114:09PM

FINANCIAL
PREPAYMENT REDATE: Upon prepayment in full or acccleralion, Buyer Is entil!ed to a rebate of the unearned Finance Charge (llcm 7) computed In
accmdance with the sum of the Dalances Method". An acquisition charge of $150.00 may be deducted in determining the amount of the rebate. No rebate less
lhan S1 will be paid,
I PAYMENT SCHEDULE
The Contract Balance (limn B) Is payable to the Seller or his asslgnco based on the following schedule:
First Installment No. of lnstallmen s Amount Each first Installment No. of Installments Amount Each
1. December 4, 2011 48 $3,064.08
INSURANCE
4A.. f.t:ft.mCAl.DAMAGE INSURANCE is required. Buyer may provide such insurance through any insurance company authorized to do business in this state,
although Seller, as to dual interest insurance, may reject nny insurer for reasonable cause.
48 .cBEilJI.UEE,J;BEntT ACCIDENT AN[lliElll.Il:l I . db sIt f d .
are no reqwre y e er, aro no a a or 1n approva o ere 1, an
I DESIRE: INSURANCE COMPANY
NIA CREDIT LIFE INSURANCE NIA
NIA CREDIT ACCIDENT & HEALTH INSURANCE NIA
are no llcldd n u e
TERM COVERAGE
FEE
NIA .00
NIA $.00
Buyer acknowledges disdosure or insurance charges above and requests and authorizes Seller to obtain Insurance coverage checked and Include the cost in
-4. .
AGGREGATE AMOUNT OF INSURANCE(4A+40)
I BUYER REPRESENTS AND WARRANTS
The Collateral is to be used for business and commercial purposes, and not for agricultural purposes or for personal, family or household use.
The Collateral wfll be mtcd In the State of Texas.
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
1X
78207
This contract Is entered Into in the Stale of Texas and is governed by its taws.
$0.00
For each installment not paid when due, Buyer agrees to pay Seller a delinquency charge calculated thereon at the rate of 1 month for the period of
delinquency or, at-Sellers-oplion, 5% of such lnstalfment,provided-that such a delinquency charge is not tho highest rate Buyer
can legally obligate itself to pay and/or Seller can legally collect.
Page 2 ol 5 ol Security Agreement dated oo or about October 19, 2011 bctv.een DELTA PRODUCE l.P., (Ouyer) and french-Ellison Truck Center, LLC, DBA KenWOlth
of SOtllh Texas-Son AntoniO {Seller) v.hlch Includes, v.ilhout limitatiOn, an ilem or Collaleral with Ule following Vehicle ldentiftcaUon tlumbet: 1XKA049X8CJ322310.
Cat. tlo. 128M lexas OWVersron 4.64.14 (1012010) ORIGINAl FOR PACGAR FINANCIAl CORP. Printed Oct-182011 4:09PM
IPACOZDR
FINANCIAL
1. CERTIFICATE OF TITLE- LIENS.
Ouyer agrees that any Certificate of Tille for the Collateral will show Seller's
security interest (lien) and will be delivered promptly lo Seller. Seller has the
right to hold the Certificate or Title until Buyer pays all Indebtedness and
perfonns all other obligations under this Contract Buyer promises not to give
any other party a lien or security interest in the Collateral wilhoul Soller's
wrillen consent. Buyer promises not to part with possession of, sell Of lease
the Collateral without Seller's wfiUen approval. Buyct hereby:
(a) agrees that from time to time, at the expense of the Buyer, Duyer will
promptly execute and deliver all fUJiher inslrumcnts and documents, and take
request, In order to perfect or prated any security interest granted or purported
to be granted hereby or to enable Seller to exercise and enforce its rights and
remedies hereunder with respect to any Collateral, and
{b) grants to Seller the power ro sign 6uyer's name and on behalf of Buyer to
execute and file applications for lille, transfers of title, financing statements,
notices of lien and other documents pertaining to any or all of the Collaleral.
2. ASSIGNMENT.
Seller has the right to assign this Contract to PACCAR Financial Corp. If Seller
does assign it, PAC CAR Financial Corp. will take all of the Seller's Jighl. tHie
and interest under this Contract (including Seller's interest In the
Thereafter, the term in this contract shall mean PACCAR Financial
Corp. This means. among other things, that Buyer wlll be required to make the
payments under this Contract directly to PACCAR Financial Corp. Buyer
agrees that if Seller assigns this Centrad, and PACCAR Financial Corp. sues
Buyer to colleQ any amount Buyer owes to PACCAR Financial Corp. or to
enforce any of Buyer's other obligations to PACCAR Financial Corp., Buyer will
not assert any dalm or defense Buyer has against Seller as a daim, defense,
3. INSURANCE.
Buyer agrees to keep the collateral continuously insured against fire, theft,
collision, and any other hazard Seller specifies by an Insurance company
Seiler has approved. The amount of insurance shall be tho full insurable value
whichever Is greater. The insurance policy shall provide, In a form acceptable
Seller certificates or, if requested, policies of Insurance salislactory to Seller,
each with a losspayable endorsentent naming Seller or Its assigns as loss
payee as their interests may appear. The insurance policy shall provide that It
can be canceled only after written notice of Intention to cancel has been
delivered to Seller at least ten (tO) days before the cancellation date. If the
Collateral is lost or damaged, Seller shall have full power to collect any or all
insurance proceeds and to apply them as Seller chooses either to satisfy any
obligation secured by this Conlrad (whclhcr or not due or othe!Wise matured},
or to repair the Collateral. If Duyer obtains insurance from a company Seller
has not approved, or falls to obtain any Insurance, Seller may (but does not
have to} obtain any insurance Seller desires to protect Its interests. II Seller
does so, Buyer shall reimburse Seiler upon demand for its expenses. Seller
shall have no liability at all for any losses which occur because no Insurance
has been obtained or the coverage of the insurance which has been obtained
is incomplete.
"4;TAXES;
and other governmental charges imposed on the Collateral or its sale or use.
5, USE OF COLLATERAL
damage, or destrudion of or to the Collateral; to prevent any unlawful use of
the Collateral; and not to make or allow to be made any significant change In
the Collateral or In its chassis, body or special equipment, without Seller's
written consent. Guyer assumes all risk of damage, loss or destruction Clf or to
the Collateral, whether or not Insured against. Seller may examine the
collateral wherever located at any time, and Buyer will inform Seller of the
Buyer agrees lo reimburse Seller ttpon demand for any expenses paid by
Seller such as taxes, insurance premiums, 1epair bills, title fees, or any
expenses incurred under Seclion 11. Buyer's obligation to pay lhe expenses
7. TRADE-INS.
If Buyer has traded in any property, Buyer represents and warrants that the
description of it on the front of this Contract Is accurate, that the title conveyed
is good and its transfer rightful, and thallhe property Is delivered free lrom any
security Interest or other lien or encumbrance.
B. NO WARRANTY.
If the Vehicle Is new, lhere is no warranty other than that of the manufacturer.
lflhe Vehicle is used, it Is sold "AS IS" ond 'WITH ALL FAULTS".
EXPRESS OR IMPLIED.
Anything added lo the Collateral, Including but not limited to engines,
transmissions, tires, wheels, fifth wheels, radios and etedrlcal equipment,
tanks and any other body or structure that becomes part of the Collateral, shall
constitute "Additions & Accessions"' and shall be subject to Seller's security
inlerest. Ail Additions & Accessions must stay with the Collateral if II Is
10. DEFAULT.
Time is of the essence in this Contract The due dates for payments and the
performance of the other obligalions under this contract are among its most
{a) Buyer fails to pay on or before the due date the lull amount of any
scheduled payment, !axes, insurance premium, or other obligation secured by
this Contract or under any other instrument or agreement;
(b) Buyer fails to perform any of Buyer's obligations under this Contract;
(c) Any representation Buyer has made In this Contract or In any credit
application or financial statement Buyer has given In connedion with the credit
secured by the Contract turns oul to be false;
(d) Any check, note or other instrument given for a payment Is dishonored
(e) The Ccillateralls seized or levied upon under any legal or governmental
process or proceeding agalns1 Buyer or the Collateral;
(I) Buyer's death or subject to insolvency pJoceedings as defined in the
Uniform Commercial Code or beCClmes subject to bankruptcy;
(g) Buyer defaults in the payment or performanc:c of any other agreement in
borrowed money;
(h) Any merger of the bortower with or into any person, or any sale,
conveyance, transfer, lease or other disposition (whether in one transadion or
a series of ltansactions) of all or substantially all of the buyer's assets without
(i) Any chango In the Chief Executive Officer and/or the Chief Financial Officer
of the Buyer without prior notification to PACCAR Financial Corp.; or
(j) Seller reasonably deems tho Collateral In danger of misuse, ccnfiscaUon,
11. REMEDIES.
If Buyer defaults under this Contract, Seller may, at its oplioli, with or without
__ - ......... __ , ______.... .. ... _______
(a) Declare this Contract to be in default
(b) Dedate the entire amount of the unpaid Time Balance, after deducting
and othet charges and indebtedness secured by this Contract immediately duo
and payable, without protest, presentment demand or notice {Including but not
limited to notice of intent to accelerate and notice of all of which
Buyer waives: and
{c) Exercise all of the rights and remedies of a sccutcd party under the
In addition lo the foJcgoing and any other rights Seller has under the law In
effed at tho time of default, the following provisions shall apply:
Seller ala place Seller designates reasonably convenient to both parties.
possession of it Without notice, demand, or legal proceedings, provided such
entry is in compliance with law.
Page 3 ol 5 or Sec.urrty Agreewen1 dated on or October 19,2011 between DELTA PRODUCE L.P (Buyer) BOd french-Ellison Trua. Cenler. LLC. DBA Kenv.-orth
or South Texas-san Antoflio (Seller) which lfldodes, wilhollilimitatioo. an llem of Cofla1eral wilh the folloo.Ning VehkJe ldentifn:.ation Number: 1XKA049XBCJ322310.
Cat Uo. OWVer:r;ioo 4.6<l.14 (!012010) ORIGINAL FOR PACCAR FINANCIAL CORP, Prinled OctIB20114:09PM

FINANCIAL
(c) Seller shall give Buyer at least ten (10) days written notice of any sale of
given at the uddress specified in this Contract or other such address as Buyer
may specify in writing to Seller. Nollce shalt be effective when deposited In the
(d) Expense of retaking, holding, preparing for sale, selling and the like shall
include, to the fullest extent permitted by law, {t) lhc fees of any attorneys
retained by Seller, and (ii) an olher legal expenses Incurred by Seller.
(e) Buyer agrees that it is liable for and will promptly pay any deficiency
resulting from any disposition of the Collateral aner default.
Buyer agrees that if Seller repossesses the Collateral or otherwise obtains
possession of it, Seller will not be In wrongful possession of any property
contained In the Collateral or allached to U in which Seller does not have a
secutity interest. Seller agrees to make any such property available for Buyer
to lake back at a place reasonably convenient to boU1 patlles.
No provision of this Contract may be changed or amended unless by a written
contract signed by Seller. Seller's acccplance of late payments does not mean
that Seller is obligated to accept any late payments in the future. No waiver of
any default shall operate as a waiver of any other default.
This Contract and the attached Exhibits and Addenda is the complete and
exclusive statement of rights and duties beWeen Seller and Buyer. U any
provision Is lleld unenforceable, it shall be deemed omitted without affecting
15. BAD CfiECKS.
Whenever a check, draft or order given by or on behalf of Buyer for the
dishonored for lack of funds or credit to pay the Hem, or because the account
has been closed, or for any other reason, Seller or its assigns will assess and
Buyer grants to Seller and any assignee of Seller a security Interest In the
Collateral to secure the payment and performance of all absolute and all
contingent obligations and liabilities of Buyer to Seller or to such assignee of
Seller, now existing or hereafter arising, whether under this Contract or any
other agreement and whether due direcUy or by assignment; provided,
however, upon any assignment of the Contract by Seller, the assignee sllall be
interest in the Collateral.
The parties ngree that during the term of the Contrad, the effective daily Time
Price Differential ("TPD") shall be based on an Interest rate equal
percent per annum, compounded daHy on the unpaid balance ("Buyer's
The TPD due each month shall be equal to the sum of the daily TPOs
for the month. Based on the Buyer's Rate and assuming that all payments aFe
timely made, the aggregate TPD will be..S.14JU.J2Jlj. Ear1y or late payments
over the term of the Contract will cause the actual TPO, lhe Time
Balance and the Total Time Sale Price to be different than disclosed. Any
delay.in- payment could causo .. those .amounts-to- bo. grealm -than -disclosed;.
resulting in a larger finBI or ''balloon" payment. Early payments could cause
those amounts to be less than disclosed, resulting in a smaller final or
''balloon" payment or reduced number of payments.ln_no event shall Buyer be
required to pay Interest In excess of the maximum rate allowed by law of the
state having jurisdiction over the transaction. The intention of lhc parties Is to
confonn strictly to applicable state usury laws, which may reduce the Buyer's
Rate to lhe maximum amount allowed under such usury Jaws now or hereafter
In effect
18, FINANCIAL INFORMA TIOH.
informalion which Seller may reasonably request from time to limo. Any and all
financial statements will be prepared on a basis of generaUy accepted
Buyer's financial condi!ion as of the date thereof. Seller may at any reasonable
time examine the books nnd records of Buyer and make copies thereof.
19, CliATTEL PAPER.
This Contract is to be sold only lo PACCAR Financial Corp. and Is subject lo
the security Interest or PAC CAR Financial Corp. The only copy or this Contract
which constitutes "chattel paper" under the Uniform Commercial Code is the
copy mall<ed "ORIGINAL FOR PACCAR FINANCIAL CORP." which is
party other than PACCAR Financial Corp, will under any circumstances
acquire any rights in, under or to this Contract or any sums due hereunder,
except that PACCAR Financial Corp. may, by a separate wriHen assignment
signed by PAC CAR Financial Corp., assign Its interest received hereunder.
20. PREPAYMENT
due under this Contract at any time. In consideration of such prepayment right,
and as compensation to Seller for the loss of the benefit of its bargain, unless
prohibited by applicable law, Buyer shall also pay to Seller a percentage of the
amount of the principal indebtedness being prepaid equal to 1/12 of 1%
(.00083) multiplied by the number of full months remaining In the term of the
Contract or the maximum rate allowed under applicable law, if lower.
21. MISCELLANEOUS.
described as the "Buyer" and their respective heirs, executors,
Seiler. its successors and assigns.
(b) This Contract and any other evidence of the Indebtedness given In
conneclion herewith may be assigned by Seller to a third party without notice
acceptance hereof.
connected with, related to or Incidental to the relationship established between
them in connedion with this Contract or other instrument, document or
agreement executed or delivered In connec:lion therewith or the transactions
claim, demand, action cause of action shall be decided by court trial without
Page -4 ol5 ol SeCUiity Agreement dated on or oboot October 19, 2011 belween DELTA PRODUCE L.P., (Buyer) and FrenchElllson Truck Center,llC, DBA Kcnworth
of Soulh Texi'ISSan Antonio (Setter) which tndudes, y,ithout limitation, an item of Coltaleral with the following Vehicle ldentif!Ctltioo Number: 1XKA049X8CJ322310.
Cal. No. 1288A Texas OWVenion 4.64.14 (1012010) ORIGINAL FOR PACCAR FINANCIAl CORP. Prklled Od-18-2011 4:09PM
I P A ~ R
FINANCIAL
NOTICE TO BUYER
To contact PACCAR Financial Corp. about this account call (940) 484-8100. This contract Is subject In whole or in part to
Texas Law which is cnforcod by tho Consumer Credit Commlsslonor, 2601 North Lamar Boulevard, Austin, Texas 78705-4207;
(800) 538-1579; www.occc.statc.tx.us; and can be contacted relative to any inquiries or complaints.
SELLER: or. LLC
oxas-San Antonio
BY:
DATE:
Pagll 5 of 5 ol Securttv Agreement dated on 01 nbout October 19,2011 between DELTA PRODUCE L.P., {Buyer) and frenth-EIIisoo True);; Center,llC, DBA t\ell'HOrlh of Soutil Tcxa.s-San
Antonio (Seller) v.hich Includes, Without limitation, an item ol Collateral v.'ilh tho foiiO'Ning Vehicle idenlif.cation tlumber: IXKA049X8CJ322310.
Col. No. 1268A Texas OW Version -4.64.14 (1012010} ORIGINAl FOR PACCAR FINANCIAl CORP. Prinled Od1820114:09PM
...... i
FINANCIAL
CROSS-DEFAULT AND
You have purchased one or more Security Agreement- Retail Installment Contracts and/or Equipment Lease Agreements (herein designated
"Accounts") arising from the sale or lease to us, by various vendors or lessors, of equipment and/or inventory (herein designated "Collateral"),
and/or you have made direclloans to us and/or leased Collateral to us and/or otherwise extended credit to us evidenced by Accounts creating
security int.erests in Collateral.
1. All presently existing and hereafter acquired Collateral {the description of which is incorporated h8rein by reference) in which you have or shalf
have a security interest shall secure the payment and performance of all of our liabilities and obligations to you of every kind and character,
whether joint or several, direct or Indirect, absolute or contingent, due or to become due, and whether under presently existing or hereafter
created Accounts or agreements or otherwise {herein individually and collectively designated
11
0bllgations").
or hereafter acquired by you have been fully performed by us. It is further agreed that you are to retain your security Interest in all Collateral
covered by all Accounts now owned or hereafter acquired by you, as securitY for payment and performance under every Account,
3. under any Account or other agreement between us shall be deemed to be a default under all other Accounts and agreements.
4. Upon our default, any and all Accounts and agreements shall, at your option, become immediately due and payable without notice or demand
to us or any other party obligated thereon, and you shall have and may exercise any and all rights and remedies of a secured party under
Uniform Commercial Code as enacted in the applicable jurisdlctlon(s) and as otherwise granted or accorded to you under any Account, other
rule of law, judicial decision or statute. We hereby waive, to the maximum extent permitted by law, notices of default, notices of
repossession and sale or other disposition of collateral, and all other notices, and in the event any such notice cannot be waived, we agree
that if such notice is mailed to us postage prepaid at the address shown below at least ten {10) days prior to the exercise by you of any of your
or affect your rights and remedies under any existing Account, agreement statute, judicial decision or rule of Jaw.
This instrument is Intended to create cross-default and cross-security between and among all Accounts now owned or hereafter acquired by you.
Thi& agreement may not be varied or altered nor its provisions waived except by your duly executed wriUen agreement. This agreement shall inure
to me benefit of your successors and assigns and shall be binding upon our heirs, administrators, executors, legal successors
and assigns.
IN l!itiTNESS WHEREOF, we have executed this Agreement this 19th day of cx::tober 2011
Business
DELTA PRODUCE L.P.
2oofsl.Ai'll:o6 ..

Jenson , esld
Page 1 or1

FINANCIAL
SELLER'S ASSIGNMENT
FOR VALUE RECEIVED, Seller Identified on the face of this Security
Agreement - Retail Installment Contract (the "Contract") hereby sells,
transfers, and assigns to PACCAR Financial Corp., Its successors and
assigns (collectively "Assignee") all of Seifer's right, title and interest under, In
and to the Contract (including collateral therein described), guaranlies of
Buyers and insurance policies and proceeds thereunder. This
Assignment Is subject to acceptance by Assignee at Its offices, as Indicated,
and Is further subject to the provisions of any underlying agreement betv.'een
Seller and Assignee respeding acquisition of installment pape1 (the "Limited
liability Agreement").
In any event, lr any of the following representations or warranties Is untrue,
Seller uncondilionally agrees to repurchase from Assignee, upon demand, the
Contract, and pay Assignee In cash the balance remaining unpaid thereunder
altorney's fees and court costs incurred by Assignee, less any customary
refund by Assignee of unearned fmance charges. In addition, Seller agrees to
indemnify Assignee for any loss or expense sustained by reason of any clalm
Seller represents and warrants to Assignee thai:
(f) The property or services described in the Contract are accurately described
deferred payment- transaction as Indicated In the Contract. and that all
obligations of Seller to Duyer respecting sale and delivery of property or
{2) Any down payment renectcd in the Contract has been received, and thai
the Time Balance is absolutely owing and payment thereof is not subject to
(3} Seller has no reason to believe that any statement, representation or
warranty of the Buyer or any guarantor, whether made in the Contract or In
connection wilh Seller's extension of credit. is Incorrect in any material respect,
nor has Seller any knowledge of any facts impairing the validity of the Contract
or diminishing Its value;
(.j} Insurance in such amounts and or such coverage as is required by the
Contract is effective In respect of property described In the Contract, and that
Assignee's lienholder Interest is fully protected by such insurance;
(5) The Contract is the enlire agreement of Seller and the Buyer thereunder,
has been acquired in the regular course ol Seller's business, and that ft and
any guaranty thereof each is valid and genuine In all respects and Is legally
onforccable against all enlitles and all persons by whom it purports to have
been executed; and that Seller has good and valid title thereto and full right
and authority to sell the Contract and the security Interest created thereby to
Assignee hereunder;
(6} The security fnte1est created by the Contract constitutes a first rank 1ien
upon the property described therein; that such security Interest and this
applicable law (except Insofar as issuance of any Certificate of Tille with
Assignee's Uen notation thereon is presently pending following due application
made therefor}; and that the Contract and property therein described are free
of all other liens or encumbrances;
(7) The Contract has been validly transfened to Assignee, that no part of the
the part of the obligor thereunder; and that all legal reQuirements of any
jurisdiction applicable to the transaction from which tho Contract originated,
and applicable to the Contract and the Assignment, have been satisfied.
In addition to any liability of Seller under the foregoing Assignment, Seller shall have the following liability to Assignee under the limited Liability Agreement:
X Non-Recourse
Limited Liability- Pcrc;cnlagc or Contract Payoff ___ %
Limited Liability, Othe'-----------------
Full Recourse: If Buyer falls to pay any payment on the Contract when due, or if Ouyer Is otherwise In default under the terms of the Centrad, or if
Buyer or Seller becomes insolvent or makes assignment for the benefit of creditors, or If a petition for a receiver or in bankruptcy ls filed by or against
Buyer or Seller, then lA any of such events Seller wm, without requiring Assignee to proceed against Buyer or any other person or any security.
repurchase the Contract on demand and pay Assignee In cash the balanco remaining unpaid thereunder plus any expenses of collection,
repossession, transportation and storage, and reasonable attorney's fees and court costs incurred by Assignee, less any customary refund by
Assignee of unearned finance charges. Seller waives all rights arislng under the limited Liability Agreemenl relating to any fallute on the part of
ASSIGNMENT:-The foregoing contract-ishereby assigned under the terms
of the Assignment" above.
Truck center, LLC, oaA Kczwort 1 soulh
SELLER

ACCEPTANCE: The foregolngasslgnment lshereby accepted;-
P.O. Box 2144
Denlon, TX 76202-2144
tf'fdaJtt-:
BY:
TITLE:
101111
DATE: '
Selle(s As$1gnmenl for the SeOJrrty Agree men/ dated oo or about October t9, 20t 1 betv.-een DEllA PRODUCE LP, (Buyer) and FrencllEUiSon Center, LlCOBA Kenv.'Crth of South
Texas-Sun Autonlo. ODA i<en ....'Orth ol Sotrlh TCK3SSan Anlotlio (SeDer) v.tlieh il"lelu<les, v.ithout Hrni1ation. nn i!em or Collateral with the following Vehicfe Number.
1 XKA049X8CJ322310.
Cal t/o. 128EIA OW Version 4.64. t-4 f\0!2010) ORIGINAL FOR PAC CAR FINANCIAL CORP. Printed Qr;(\8-2011 "1:09PM
12-50073-lmc Doc#24-9 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit H Pg 1 of 7
PAOf'AR
FINANCIAL
SELLER BUYER
NAME FrcndlEIIison Truck Center, LLC NAME DELTA PRODUCE L.P.
DBA Kenworth of South le)(as-San Antonio
ADDRESS SAN ANTONIO. 1X 78207
ADORCSS San Antonio TX 78220
Seller hereby sells, and Buyer (meaning all undersigned buyers, Jointly and severally) hereby purchases, subJect to the terms set forth below and on any
attachments hereto, the following described vehicle{s) (the 'Vchide(sr}, delivery and acceptance of which in good order Buyer hereby acknowledges.
Buyer hereby grants a security Interest In lhe Vehidc(s) and any additional collateral {colledNely the "Collateral"}, and any Additions and Accessions thereto (as
defined below), to Seller and its assigns lo secure prompt payment of the Indebtedness herein and performance of Buyets olher obligations. including any
additional indebtedness incurred as provided by this Contract and any extensions and renewals of the obligations and future advances and is subJect to
paragraph 16 "Cross Collalerar and the other provisions below. The security Interest extends to the proceeds of the Collateral and the proceeds of any
insurance policy.
Buyer also acknowledges that Seller has offered to sell the Vehicle(s) for tho cash price indicated, but that the Buyer has chosen to purchase on the terms and
DESCRIPTION Of VEHICLEfS\. COLLATERAL ffor socurltv oumosos onlv\
YEAR MAKE MODEL VEHICLE IDENnFICA TlON NUMBER NEWIUSEO PRICE OF VEHICLE
2012 Kenworth T660 1XKAD49XXCJ322311 New
$147.700.00
Total: $147 700.00
YEAR MAKE MODEL VEHICLE IDENnFICAnON NUMBER ALLOWANCE PAYOFF PAYOFF DUE TO
Total:
TOTAL CASH PRICE:
1.
DOWN PAYMENT:
2.
5. FEES: (llemlze)
. 6:uNPAID.OAlJ\NCE.(Amooni"FiM"Oeed).(3+4<5)
Cash Price
Sales Tax
Tille Fee
TOTAL CASH PRICE
Net Trade-In
Cash
TOTAL DOWN PAYMENT
SA. Olficlal Fee(s)
5B. Document Pteparation Fee
5C.DIT
TOTAL FEES (5A+SB+5C)
7. FINANCE CHARGE [Time Price Differenllal- (Section 17)}
8. TOTAL PAYMENTS (Conlracl Balance) (6+7)
9. DEFERRED PAYMENT PRICE 11+4+5+ll
$0.00
$147,700.00
$0.00
$36.00
$0.00
$14.785.00
$62.00
$50.00
$0.00
$0.00
$147,736.00
$14,785.00
$132,953.00
$0.00
$112.00
s133,065.oo
$14,010.64
$147,075.84
$161 860.84
EXHIBIT
tr (-1--
Page 1 l1f 5 cl Securitv Agreement dated on cr a boll\ October 19, 2011 between DELTA PRODUCE L.P., (Buyer) and FrenchEIIisoo TNCk Center, LLC, DBA Keny,'Ofth
or Soulh TcxasSanAnloniO (Seller}v.ttk:tllndudes, without t=mitotlon, sn tlem ot Cot!atcralwilh the following Vehicle ldentiflc.nllon Number. I:XKA049XXCJ32231 1.
Cal. No. 1288A TelCas OW Version 4.64.1<1 (I0/20t0)
ORIGINAl FOR PACCAR FINANCIAl CORP.
PACOZIIR
FINANCIAL
PREPAYMENT REBATE: Upon prepayment in fu!l or accclcralion, Buyer Is enlilled to a rebate of the unearned Finance Charge (Item 7) computed in
accordance wilh the "Sum of the Balances Method". An acquisition charge of $150.00 may be dcduded in determining the amount of the rebate. No rebate tess
I PAYMENT SCHEDULE
Tho Contract Balance (Item 8) Is payable to the Seller or his assignee based on the following schedule:
First Installment No. or lnstgtlments Amount Each First Installment No. of Installments Amount Each
1. December 4, 201 t 4B $3,064.06
INSURANCE
4A. pHYSICAl QAMAGE INSURANCE is required. Buyer may provide suCh insurance through any insurance company authorized to do business In this state,
48 .CREilii LJEE...cBEniT ACC:InFNT ANn HFAI TH I I db S lie Ia to I I I d.l d I. I d d arc no rcqu re y e r, are not a c r n approva o ere 1, an are no ancu e
I DESIRE: INSURANCE COMPANY TERM COVERAGE
FEE
NIA CREDIT LIFE INSURANCE NIA NIA .00
NIA CREDIT ACCIDENT & HEALTH INSURANCE NIA N/A s.oo
Buyer acknowledges d1sdosure of insurance charges obove and requests and authorizes Seller to obtain insurance coverage checked and lndude the cost in
item4.
AGGREGATE AMOUNT OF INSURANCE(4A+4B)
The Collateral is to be used for business and commercial purposes, and not for agricultural purposes or for personal, family or household use.
The Collateral will be titled In the State of Texas.
CITY
COUNTY
STATE
ZIP CODE
2001 S LAREDO
SAN ANTONIO
BEXAR
TX
78207
Buyer will immediately notify Seller in writing or any change in the above address or location.
This contract is entered into in the Slate of Texas and is governed by its laws.
SO. DO
For each installment not paid when due, Buyer agrees to pay Seller a delinquency charge calculated thereon at the rate of 1 2% per month for the period of
delinquency or;-at Scl!er's-oplion;-5% of such installment,-provided that-such a delinquency cbarge-isnot prohibited by law;-olherwise at the highest rate-Buyer
can legalfy obligato itself to pay and/or Sel!or can legally collect.
Page 2 or S or Security Agreement C a l ~ d on Cl nbout October 19, 2011 between DELTA PRODUCE l.P., (Buyer) and Frcnth-EII1son TrtKk Ccnter,LLC. DBA Kenworth JflJ
of Sooth Texas-San Anlonlo (Seller} v.hlch InCludes, without limitation, an i1em of CoHarernl With the following Vehkfc ldentiCitlltiOn Number. 1XKA049XX.CJ3223t t.
Cat No. 128M Tex."ls OW Version 4,64.14 (10/2010) ORIGINAl FOR PACCAR FINANCIAL CORP. Printed 0:1182011 4:06PM

FINANCIAL
1. CERTIFICATE OF TITLE LIENS. 7. TRADE-INS.
Buyer agrees that any Certificate of Title for tho Collateral will show Sel!e(s If Buyer has traded In any property, Buyer represents and warrants that the
security interest (lien} and will be delivered promptly to Seller. Seller has the description of it on the front or this Contract is accurate, that the title conveyed
right to hold the Certificate or Tille until Buyer pays all indebtedness and is good and its transfer rightful, and that the property is delivered free from any
performs all other oblign!ions under this Contract Buyer promises not to give security Interest or other lien or encumbrance.
any other party a lien or security interest in the Collateral without Seller's e. NO WARRANTY.
wri1tcn consent. Buyer promises not to part with possession of, sell or lease If the Vehicle Is new, there Is no warranty other than that or the manufacturer.
the Collateral without Selle(s written approval. Buyer hereby: If the Vehlde Is used,lt Is sold "'AS IS" and 'WITH ALL
(a) agrees lhal lrom lime lo lime. al lho expense of lhe Buyer, Buyer will SELLER MAKES NO WARRANTY OF MERCHANTABILITY OR FITNESS
promptly execute and deli>1er all further instruments and documents, and take FOR A PARTICULAR PURPOSE. UNLESS SET OUT IN WRITING AND
all further action that may be necessary or desirable, or that Seller may SIGNED BY THE SELLER, THERE ARE NO OTHER WARRANTIES
request, in order to perfect or protect any security Interest granted or purported EXPRESS OR IMPLIED.
to be granted hereby or to enable Seller to exercise and enrorco its rights and 9, ADDITIONS lO COLLATERAL,
remedies hereunder with respect to any Collateral, and Anything added to the Collateral, including but not limited to engines.
(b) grants to Seller the power to sign OuyCJ's name and on behalf of Buyer to transmissions, tires, wheels, fifth wheels, radios and electrical equipment,
execute and file applications for Iitle, lransrers of tille, financing statements, tanks end any other body or structure thai becomes part of the Collateral, shall
notices of lien and (lther documents pertaining to any or all of the Collateral. constitute "Additions & Accessions" and shall be subject to Selle(s security
2. ASSIGNMENT. interest. All Additions & Accessions must stay with the Collateral if 11 Is
Seller has the righl to assign this Contract to PACCAR Financial Corp. If Seller repossessed or retumed lo Seller.
does assign It, PACCAR Financial Corp. will lake all of the Seller's right, Iiiio 10. DEFAULT.
and interest under this Centrad (induding 5ellcr's interest in the Collateral). Time is of the essence 1n this Contracl The due dates for payments and the
Thereafter, the term "Seller'' In this contract shall mean PACCAR Financial perfonnance of the other obligations under this contract are among its most
Corp. This means, among other things, that Buyer will be required to make the crucial provisions. Buyer shall be In default under this Contract upon the
payments under lhis Contract direclly to PACCAR Financial Corp. Buyer occurrence of any of the following:
agrees that if Seller assigns this Contract, and PACCAR Financial Corp. sues (a} Buyer ralls to pay on or before the due dale the full amount of any
Buyer to collect any amount Buyer owes to PACCAR Financial Corp. or to scheduled payment, taxes, insurance premium, or other obligation secured by
enforce any of Buyer's other obligations to PACCAR Financial Corp., Buyer will this Contract or under any other instrument or agreement;
not assert any claim or defense Buyer has against Seller as a daim, defense, (b) Buyer fails to perform any of Buye(s obligations under this Contract;
or setoff against PACCAR Financial Corp. (c) Any representation Buyer has made In this Contract or in any credit
3, INSURANCE. applicati(ln or financial statement Buyer has given in connection with the credit
Buyer agrees to keep tho collateral continuously insured against fire, theft, secured by the Contract turns out to be false;
collision. and any other hazard SeHer specifies by an Insurance company (d) Any check, note or other Instrument glvcn for a payment is dishonored
Seller has approved. The amount or insurance shall be tho full insurable value when presented for payment;
of the Collateral or the full amount of all obligations this Conlract secures, (e) The Collateral is seized or levied upon under any legal or governmental
whichever Is greater. The insurance policy shall provide, In a form acceptable process or proceeding against Ouycr or the Collateral;
to Seller, for payment of any foss to Seller. Buyer shall deliver promptly to {f) Buyer's death or subject to insolvency proceedings as defined in the
Seller certificates or, II requested, policies of Insurance satisfactory to Seller, Uniform Commercial Code or becomes subject to bankruptcy;
each with a loss-payable endorsement naming Seller or its assigns as loss- (g) Buyer defaults In the payment or performanco of any other agreement In
payee as their Interests may appeaf. The insurance policy shall provide that it connection with any other obligation owed to PACCAR Financial Corp. or for
can be canceled only after written notice of Intention to cancel has been borrowed money;
delivered to Seller at least ten (10) days before the canrollation date. If the (h) Any merger or the borrower with or into any person, or any sale,
Collateral is lost or damaged, Seller shall havo full power to collect any or atl conveyance, transfer, lease or other disposition (whether in one transaction or
insurance proceeds and to apply them as Seller chooses ellher to satisfy any a series of transactions) of all or substantially all of the buyer's assets without
obligation secured by this Contract (whelher or not due or otherwise matured), the prior approval of PACCAR Financial Corp.;
m to repair the Collateral. 11 obtains Insurance from a company Seller (I) Any chango In the Chief Executive Orticer and/or the Chief Financial Officer
has not approved, or fails to obtain any insurance, Seller may (but does not of the Buyer without prior notification to PACCAR Financial Corp.; or
have to) obtain Insurance Seller desires to protect its Interests. If Seller (j) Seller reasonably deems the Collateral in danger of misuse, confiscation,
does so, Buyer shall reimburse Seller upon demand for Its expenses. Seller damage, or destruction.
shall have no liability at ali lor any losses which occur because no insurance 11. REMEDIES.
has been obtained or the coverage of the insurance which has been obtained If Buyer defaults under this Contract, Seller may, at Its option, with or without

to be in default;
Buyer agrees to pay before delinquency all sales and other taxes, license fees (b) Declare the entire amount of tho unpaid Time Balance. aRer deducting
and other governmental charges imposed on the Collateral or its sale or use. unearned Time Price Differential in accordance with the applicable state Jaw,
5. USE OF COLLATERAL. and other charges and Indebtedness secured by this Contract immediately due
Buyer agrees to keep the Collateral in good repair; lo prevent any waste, loss. and payable, without pJotest, presentment demand or notice (Including but not
damage, or destruction of or to the Collateral; to prevent any unlawful use of limited to notice of Intent to accelerate and notice of acceleration), all of which
the Collateral; and nol to make or allow to be made any significant change in Buyer waives; and
the Collateral or In its chassis, body or spedal equipment, without Seller's (c) Exercise all of the rights and remedies of a secured party under the
written consent Ouyer assumes all risk of damage, loss or destruction of or to Unifonn Commercial Code and any other applicable laws.
the Collateral, whether or not insured against. Seller may examine the In addition to the foregoing and any other rights Seller has under the in
collateral wherever located at any time, and Buyer will inform Seller of the effed at the limo of deFault, the following provisions shall apply:
Collateral's location upon Salter's request. (a) On Seller's demand, Buyer shall deliver possession of the Collateral to
6. EXPENSES PAID BY SELLER, Seller at a place Seller designates reasonably convenient to both parties.
Buyer agrees to reimburse Seller upon demand for any expenses paid by (b) Seller may enter any premises where the Collateral may be found and take
Seller such as taxes, insurance premiums, repair bills, Iitie fees, or any possession of it without notice, demand, or legal proceedings, provided such
expenses Incurred undef Section 11. Buyer's obligation to pay the expenses entry is In compliance with law.
Page 3 Clf 5 or security Agleenie-flt daled on ebout October 19, 2011 DELTA PHOOUCE L.P., (Buyer) and frendlEIIison Truck Cente(, LLC, DOA Kenworth
of Sooth Texu-San Antonio (Sellet) v.-tJich lndud&s. without r.mitatlon, an Hem or CoP.ateral wilh the following ldenliflc31iCln Number; 1XK/1049XXCJ322311.
Cal. No. 1288A OWVenlon -1.6"'1.1.11 (1012010) ORIGINAL FOR PACCAR FINANCIAl CORP. Printed Od-18-2011 4:06PM

FINANCIAL
(c) Seller shall give Buyer at least ten (10) days written notice of any sate of
given at the address specified In this Contract or other such address as Buyer
may specify in writing to Seller. No !icc shall be effective when deposited In the
{d) Expense of retaking, holding, preparing for sale, selling and the like shall
include, to lhe fullest extent permitted by law, (i) the fees of any altorneys
retained by Seller, and {ii) all other legal expenses incurred by Seller.
(e) Buyer agrees that it is liable for and will promptly pay any deficiency
resulling from any disposition of the Collateral after default.
Buyer agrees !hat if Seller repossesses the Collateral or otherwise obtains
possession of it, Seller will not be in wrongful possession of any property
contained in the Collateral or allached to it in which Seller does not have a
security interest. Seller agrees to make any such property available for Buyer
to take back at a place reasonably convenient to both parties.
No provision of this Contract may be changed or amended Uflless by a written
lhat Seller is obligated to accept any late payments in lhe ruture. No waiver of
any default shall operate as a waiver of any other default.
This Contract and the aUached Exhibits and Addenda is the complete and
exdusive statement of rights and dulies between Seller and Buyer. I! any
provision Is held unenforceable, it shall be deemed omitted wllhoul affecting
15. BAD CHECKS.
INhenever n check, draft or order given by or on behalf or Buyer for the
dishonored for lack of funds or credit to pay the item, or because the account
has been closed, or for any other reason, Soller or its assigns will assess and
Buyer will promptly pay a 550 fee per dishonored item, or Lhe maximum
Buyer grants to Seller and any assignee or Seller a security interest In the
Collateral to secure the payment and performance of all absolute and all
contingent obligations and llabililies of Buyer to Seller or to such assignee of
Seller, now existing or t1ereaner arising, whether under lhls Contract or any
however, upon any assignment of lhe Contract by Seller, the assignee shall be
interest in the Collateral.
The parties agree that during the term of the Contract, the effective dally Time
Price Differential ("TPD1 shall be based on an interest rate equal
percent per annum, compounded dally on the unpaid balance ("Buye(s
Rate1. The TPD due each month shall be equal to tho sum of the dally TPOs
for the month. Based on the Buyer's Rate and assuming that all payments are
timely made, the TPD will be..lH.JttO.U Early or late payments
over the term of the Contract will cause the aclual aggJegale TPD, the Time
f3alance _ _the_ T()_t_al Pr_iC(;! __ l_o __ t_han dis_closed. ___
delai fli paymeni .. Could. ciUs-c those SmOUnlS to bri .. (ifEl8tCFlhandlSdosed," ...
resulling In a larger final or payment. Earty payments could cause
those amounts to be less than disclosed, resulting in a smaller final or
payment or reduced number of payments. In no event $hall Buyer be
required to pay interest in excess of the maximum rate allowed by law of the
state having jurisdiction over the transaction. The Intention of the parties Is to
conform stridly to applicable state usury laws, which may reduce the Buye(s
Rate to the maximum amount allowed under such usury laws now or hereafter
In effect.
information which Seller may reasonably requ(lsl from Ume to time. Any and all
Buyer's financial O)ndition as of the date thereof. Seller may at any reasonable
lime examine the books and records of Buyer and make copies thereof.
19. CHATIEL PAPER.
This Contract Is to be so!d only to PAC CAR Financial Corp. and Is subject to
acquire any rights in, under or to this Contrad or any sums due hereunder,
except that PAGCAR Financial Corp. may, by a separate written assignment
signed by PACCAR Financial Corp., assign its Interest received hereunder.
20. PREPAYMENT
Buyer shall have the right to prepay aU or part of the principal indebtedness
due under this Contract at any lime. In c.onslderaUon of such prepayment right,
and as compensation to Seller for the loss or the benefit of its bargain, unless
prohibited by applicable law, Buyer shall atso pay to Seller a percentage of the
amount of the principal Indebtedness being prepaid equal to 1112 of 1%
(.00083) multiplied by the number of foil months remaining In the term of the
Contract or lhe maximum rate allowed under applicable law, if lower.
21. MISCELLANEOUS.
(a) This Contract shall be binding, jointly and severalty, upon all parties
described as the "Buyer" and their respective heirs, executors,
(b) This Contract and any other evidence of the Indebtedness given in
connection horewllh may be assigned by Seller to a third party wilhout notice
to Buyer and Buyer hereby waives any defense, counterclaim or
(c) Buyer acknmvledges receipt of a true copy of lhis Contract, and waives
acceptance hereof.
conncded with, related to or Incidental to the relationship established between
them in connedion with this Contract or olher instrument, document or
agreement executed or delivered in connection therewith or the transactions
claim, demand, action or cause of action shall be decided by court trial without
a jury and that either may fifo an original counterpart or a copy of this Contract
vnth any court as wriUcn evidence of Ute consent of the parties hereto to the
the security interest of PACe_ AR Financial Corp. The only copy of this Contract . /
which constitutes "chattel paper" under the Uniform Commercial Code Is the V
Page 4 of 5 of Security Agreement dated en or about OCiobcr 19, 2011 between DELTA PHOOUCE L.P., (Buyer) and FrenCh-Ellison Truck Center, LLC, DBA Kef\WOt"Ul
or Sou1h Texas-San Antonio (Seller) v.hleh In dudes. wi1hovt lim ita lion, fin ilem ol Collaleral with the follOWing Vehicle ldenlifleauon Number. 1XKAD49XXCJ322311.
Cal. No. 1200A Texas OW Version 4.6-t.l-1 (10f2010) ORIGINAL FOR PACCAR FltiANCIAL CORP. Printed Oct-182011 4:06PM
NOTICE TO BUYER
BUYER ACKNOWLEDGES TliAT A TRUE COPY OF THIS CONTRACT HAS BEEN RECEIVED, READ, AND WAS COMPLETELY
To contact PACCAR Financial Corp. about this account call (940) 484-6100. This contract is subject In wholo or in part to
Texas Law which Is enforced by the Consumer Credit Commiss1oncr, 2601 North lamar Boulevard, Austin, Texas 78705-4207;
(800) 538-1579; www.occc.stato.lx.us; and can be contacted relative to any Inquiries or complaints.
OOA Konworth of South Toxas- tonlo
SElLER: FronchEIIIson Truck Contor?f_LLC
BY: ~ ~ BY:
James 8iiSOf0'iCSf ent
DATE: October 19,2011
Paga 5 of 5of Security Agreement dated on or about October 19, 201 t beW.oeen DElTA PRODUCE l.P., (Buyer) ond French-t:llison TNCk Center, LLC, OBA Kenworth of South Texas-San
Antonio (Sel!er)Y.flic.h Inc/tides, wilhou\ limilation, an ilem of Colfateral wlth the rollov.ing Vehicle lden!ificatioo Number. IXKA049XXCJJ22311.
Cal Ho. 1286A Texas OWVerMon4.64.14 (10/2010) ORIGINAl FOR PACCAR FINANCIAL CORP.
/
PACOIR
FINANCIAL
CROSS-DEFAULT AND
''Accounts'') arising from the sale or lease to us, by various vendors or lessors, of equipment and/or inventory (herein designated
11
Collateral"),
security interests in Collateral.
1. All presently existing and hereafter acquired Collateral (the description of which is incorporated herein by reference) in which you have or shall
have a security interest shall secure the payment and performance of all of our liabilities and obligations to you of every kind and character,
whether joint or several, direct or indirect, absolute or contingent, due or to become due, and whether under presently existing or hereafter
created Accounts or agreements or otherwise (herein individually and collectiveJy designated "Obligations").
terminated in whole or part until and unless all of our Obligations to you are fully paid and salisfied and the terms of every Account now owned
or hereafter acquired by you have been fully performed by us. It is further agreed that you are to retain your security Interest In all Collateral
covered by all Accounts now owned or hereafter acquired by you, as security for payment and performance under every Account,
4. Upon our default. any and all Accounts and agreements shall, at your option, become immediately due and paYable without notice or demand
Uniform Commercial Code as enacted in the applicable jurisdiction(s) and as otherwise granted or accorded to you under any Account, other
agreement, rule of law, judicial dedsion or statute. We hereby waive, to the maximum extent permitted by law, notices of default, notices of
repossession and sale or other disposi!ion of collateral, and all other notices, and in the event any such notice cannot be waived, we agree
that if such notice is mailed to us postage prepaid at the address shown below at least ten (10} days prior to the exercise by you of any of your
This instrument is intended to create cross-default and cross-security between and among all Accounts now owne.d or hereafter acquired by you.
and assigns.
IN WITNESS WHEREOF, we have executed this Agreement this 19th day of October
Business
... [)El.IAPRQOUCIO
2001 S LAREDO

/
Page 1 of 1
2011
PAecqR
FINANCIAL
SELLER'S ASSIGNMENT
FOR VALUE RECEIVED. Seiter idenlilicd on the face of this Security {3) ScUer has no reason to believe that any statement, represenlallon or
Agreement - Retail Installment Contract {the hereby sells, warranty of the Buyer or any guarantor, whether made In the Contract or In
transfers, and assigns to PACCAR Financial Corp., its successors and connection with Seller's extension of credit, is incorrect in any material respect,
assigns (collectively "Assignee") all of Seller's right, and i'nterest under, in nor has Seller any knowledge of any facts Impairing the validity of the Contract
and to the Contract (including collateral therein described), guaranties of or diminishing ils value;
Buye(s obligations, and insurance policies and proceeds thereunder. This (4) Insurance in such amounts and of such coverage as is required by the
Assignment is subject to acceptance by Assignee at its offices, as indicated, Contract Is effective In respect of property described In the Contract, and that
and is further subject to the provisions of any underlying agreement between Assignee's lienholder Interest is fully proteded by such Insurance;
Seller and Assignee respecting acquisition of installment paper (the "limited (5) The Contract is the entire agreement of Seller and the Buyer thereunder.
Liability Agreement'1. has been acquired In the regular course of Selie(s business, and that ll and
In any event. if any of the following representations or warranties is untruo,
Seller unconditionally agrees to repurchase from Assignee, upon demand, the
Contract, and pay Assignee in cash the balance remaining unpaid thereunder
auorney's fees and court costs Incurred by Assignee, less any customary
refund by Assignee of unearned finance d1arges. In addition, Seller agrees Ia
indemnify Assignee for any loss or expense sustained by reason of any claim
Seller represants and warrants to Assignee that:
{1) The property or services described in the Contract are described
therein, have been delivered to and accepted by Buyor under a bona fide
defeued payment transaction as indicated in the Contract, and that all
obligations of Seller to Buyer respcding sale and delivery of property or
(2) Any down paymenl reflected in the Contract has been received, and that
the Time Balance is absolutely owing and payment !hereof is not subject to
any Buyer defense, wunterclalm, setoff or deduction known to Seller;
any guaranty thereof each is valid and genuine in all respects and is legally
enforceable against all entities and all persons by whom il purports to have
been executed; and that Seller has good and valid tille thereto and run right
and authority to sell tho Contract and the security Interest created thereby to
Assignee hereunder:
(6) The security Interest aeated by the Centrad constitutes a first rank lien
upon the property described therein; that such security interest and this
applicable law (except Insofar as Issuance of any Certificate of 11tle with
Assignee's lien notation thereon is presently pencfing following due application
made therefor); and that the Conlrad and property therein described are free
of ol1 other liens or encumbrances;
{7) The Contract has been validly to Assignee, that no part of the
indebtedness represented thereby Is past due, and that no defauft exists on
the part of the obligor thereunder; and that all legal requirements of any
jurisdiction applicable to the transaction from which the Contract originated,
and applicable to the Contrad and the Assignment, have been satisfied.
In addition to any liabllily of Seller under the foregoing Assignment, Seller shall have the following liability to Assignee under the Limited Liability Agreement:
Limited Liability-- Perc.entagc of Contract Payoff ___ %
Umilcd liability, Other ________________ _
Full Recourse: If Buyer fails to pay arrt payment on the Contract when due, or If Buyer is otherwise in default under the terms of the Contract, or if
Buyer or Seller becomes insolvent or makes assignment for the benefit of creditors, or if a petition for a receiver or in bankruptcy is filed by or against
Buyer or Seller, then in any of such events Seller will, without requiring Assignee to proccad against Buyer or any other person or any security,
repurchase the Contract on demand and pay Assignee in cash the balance remaining unpaid thereunder plus any expenses or collection,
repossession, transportation and storage, and reasonable attorney's fees and court costs incuued by Assignee, less any customary refund by
Assignee of unearned finance charges. Seller waives all rights arising under the Limited Liability Agreement relating to any failure on the part of
ASSIGNMENY.:The foregoing contract is-hereby assigned under the lerms
of the seller's Assignment" above.
ACCEPTANCE:The foregoingasslgnmcnt Is hereby accepted:- ...
French-Ellison Truck Center, LLC, DBA Ke rth of South
SELLER
BY:
P.O. Box 2144

TITLE:
DATE:
Selic(s for the Security Agreement dnte<l on about Oclobcr 19, 2011 between OELTA PRODUCE LP. CBuyer) .and French-Emsoo Truck Center, llCODA of Soulh
lexAs-SanAnlonio, DBA Kenworthof Solrth TexasSan Antonio (Seller) v.-hictllnc/udes, without limitation, M item of Collaleml wtLh the fo!la.Mng Vehk:le Identification Number.
1 XKAD49XXCJ322311.
Cal. No. 1288A Texns OW Version oi.M.Iol (1012010) ORIGINAL FOR PACCAR FIN.A.NCIAl CORP. Printed Ocl-18-2011 o1:06PM
....
12-50073-lmc Doc#24-10 Filed 01/19/12 Entered 01/19/12 08:50:45 Exhibit I Pg 1 of 8
Upon salo of this vehicle, the purchaser must apply for a new Iitie within 20 working days unless the
vehicle is purchased by a deafer. Until a new title is issued, the vehicle record will continue to reflect
the owner's name listed on the current title. SEE BACK OF TAB FOR ADDITIONAL INFORMATION.
II, ,,J, JJ,,, ,J, 111,,, J, J, 1,,,11 ,, I, ,II ,,,J,,JJ,,,JJ.,J,JI,,,I
PACCAR FINANCIAL CORP
1700 WOODBROOK ST .
DENTON, TX 76205-7864
VOII'Af_ IOEfffifY.,.AllOfl I:IP,'Ilffi YEAilMOOEl UAKe OF VEHICl.E OOOYST'IU
1XKAD49X9BJ289722 2011 KW TR
PATEnTlE\SSU0
01511240412151542 09/07/2010
I.JCEMSE f.t!JUIWA
5 18100 RH3T08
FRENCH ELLISON TRK CNTR CONVERSE TX
DELTA PRODUCE LP
2001 S LAREDO ST
X--------------------------
soo,.,-.ruRe.Of Q'.WI[RMAGENT ).lUST BE lltt;l!;
l.tllES$ OntUikS AUTtrJRY'fO BY loi,W, P IS 4. VIOtATION OF STAT( UW TO St3N
UtE NA.'Jf. 0:: .AIIOWfR ON -' Of TJRE OR OlhEAo'oiS:E G1YE FALSE
ltlf'(lfUIATKl' ON A Of
tSTUEtii"IOI.otR
08/24/2010 PACCAR FINANCIAL CORP
1700 WOODBROOK ST
DENTON, TX76205
OATE OF UEJl
IT IS t1ERE:DV CEiiTIFti::D THAT TliE N.nSON /iEHEit' t4.-.MEO 19 ntE OWNER
OFTt!VftiiCLEOt:SCfl!OE0AilOVE\'ItliQtiSSUB.JICCTTOntEAR0\'Elll;NS.
RIOI!l8 OF S!JRYI'IORSHIP
Vi(, IHf: PERSQllS l';t<:Y..E S!Gn,o,n111ES APPEAil tit'"AE".tl. HAEDT oi'Grll:E-
li!H Trlf' OW1lJISIIIF'Of fi<E \lt;UICt.E OE5CF>.UEOC41 T!l;9 CRnfiCATE
Of ltll.[ Sltit.U FHOM OAV Of IIEI.DJOml.Y. )Jl!J 1H 01(
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llEMAno!{S}
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Upon sale of this vehicle, the purchaser must apply for a new title within 20 working days unless the
vehicle is purchased by a deafer. Until a new title is Issued, the vehicle record will continue to reflect
the owner's name listed on the current title. SEE BACK OF TAB FOR ADDITIONAL INFORMATION.
11 .. ,1, 11 .. ,, 1.1 II .... 1 ,I, 1 ... 11 .. 1 .. 11., ,1 .. 11 ... 11 .. 1.11 ... 1 .
1700 WOODBROOK ST
DENTON, TX 76205-7864
.
YHfiC. F IWJ.IIlR

YEAR MX!Ct '\
2011
MAKE OF \'EtlJCl'f
KW
I
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800'1' STY\.f
TR
DATE nn.E ISSUED
01511240412151348 09/07/2010
MIGIIT li("EIISE JNMDER
5 18100 RH3T09
DELTA PRODUCE LP
2001 S LAREDO ST
X------------------
GH"'TU"( or OWNtR OR AG11T :::ST B!! IN INl<
tJI;tESS .\IJit!CR!HO BY lAW. IT IS A VIOLATtON Cf STAlE UW TO S!Gif
T!" Of r.ot!tfll PHt.o::oti ON A (lf UILE OR OMR'MSE GIVE F-'!.SE
WUIFICAT Of TlTl..
OAftOfLW
1ST
1700 WOODBROOK ST
DENTON; TX 76205
EXEMPT
DIESEL
--, .. ,.,_--
IT IS lffli6'1 CEflfiFI[O THAT lJIE PEilSOU llEflEIN IS ntF. OWtll;.n
OF I HI::. VEH1Ct E OE SCRtOEO WHICH IS SUI\JECT TO TilE ABOVE UErtS.
RIGHT$ OF SUAVIYOA!HIP A(lRt;E.J,If:HT
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Upon sale of this vehicle, the purchaser must apply for a new Iitie within 20 working days unless the
vehicle is purchased by a dealer. Until a new title is issued, tho vehiclo record will continue to reflect
the owner's name listed on the current title. SEE BACI< OF TAB FOR ADDITIONAL INFORMATION.
II" .1.11 .... 1.111. "' 1,1.1' .. II I" II ... 1 .. 11 I II .. 1.11 ... 1
1700 WOODBROOK ST
DENTON, TX 762057864
VF)I:(.U: lOftJnf!(AflOtl tltJl<llal
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5 18100 RH3V54
PftEVIOUS 0\I,.,.ER
DELTA PRODUCE LP
2001 S LAREDO ST
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lJUI.fSS Al.fliiORIU.O 8Y lAi't', IT lS A VWTlOrl Of STATE I.A'N TO SlilPI
mE KHI[ OF .11>\iTIIlR PU>S\!N ON A ttRllfiCATE Of lil\I OR Oll\UI'IhSE GIVE fAlSE
ltorl)!l!'JATICW OU ACVUlF:CAT[ Of Dn..
ISTLIENIKX.OER
1700WOODBROOK S.T
DENTON, TX 76205
.YiaUEIIt!Ct.DEA
If IS llEFIEGV ce.nnAEP lHAf 11-4( Pf.ASON HEREIN NA).<EO IS rnE OWNER
Of 'fHEVEJ-IIClf. WHICifiSGUBJE:.CT TO Olf;AOOVEliEtiS.
n!OitTS OF SURVJV01t5HIJ' AIIIIIEIMtH1
'o'ii:, TilE PEH501'lS WrKIS( SIOI! ...lUfi(O lof'Pr.Mt 'l(n(lll. HEAEBl' .l<OJIE"E
TtUT Ttl O'o'IHEASHlP ltlt E O($CA1Bf.0 QOI nr,S CERTIFICATE
Of' lm. Sll.llL l!IIS OA.V t'ortWARU llE kEtO JQ;Ntl..l', ,t,t;O 1/ll'"E
EVttiT OF nfAlH OF 1oJ1V Of lll PEHSOliS HAY0 Ill THE J.GI\EfV(tlT,
111:' Cl'lldlfiiSHIP OF ltr VEIIIClE N lltE SUfl'IIVOfltS).

DIESEL
1$1 Uflt PE\.F_.ISED
OAi'E
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0
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7
8
5
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Upon sale Df tlli::: vt:hicle. the purchm>er must apply for a now Utlo will1in 20 workin9 days unless lhe:
V8hicle k1 pt.nchased by a dealer. Unlil a new Iitie is lhe vehicle mcord will continue to reflect
ll11r uwn,.,, m;;ne lis led on 1111' currenl title. SEE BACK OF T Mi FOR /\DDITIONAL INFORMATION.
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1700 WOODBROOK ST
DENTON, TX 762057864
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0151124083316(1740
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5
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DELTA PRODUCE LP_
2001 S LAREDO
SAN ANTONIO,_ TX 78207.
X ..
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1700 WOQDBROOK'ST

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I Jpon :;ale oi vehiclE!. purchnser rnust apply lor n new titlo 'Nithin 20 worldnq days unless the
\tf-dlicln is by a dealer. Until a nHW title is issued, the vehiclE? record will continuo to reflect
tho Ol'!!11'r's "'"''n tislnd on II"' currenllille. SEE BACI< Of- TAB FOR ADDITIONAl. INFORMATION.
II,, ,1, II,,,, 1.111,,, ,I ,I, I,, II, I ,II," 1, II," II, I, II, ,1
1700 WOODBROOK ST
Ur:NTON, TX 76205-7864
\-
1XKAD49X2CJ319399
.
2012
01511240833160859
5
f,'f(< i
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18100 RL4L77
l".wuen
FRENCH ELLISON TRK CNTR _CON\{ERSE TX
PRODUCE LP
2001 S LAREDO .
SAN.. ANTONIO I TX 78207
X ..
10/19/2011
.DENT.()N., .. --.
RIG II T t. (II" '>II ll VI V 0 R $ lll.f' E t:,t.l.t U 1".
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Upon snlo of rhi'-: lhG purchaser must apply for a nmv lille willlin 20 worl<inf-J clays unless the
vehicle purciJa:;cd IJy a dnalm. Until a m-1w title is issued, the vohicle record vJi/1 continue to reflect
Hu,, ownm's n;;nw listed on the current title. SEE B/1CI< OF TAB FOFl ADDITIONAL INFORMATION.
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1700 WOODDROOK ST
DENTON, TX 76205-7864
. .
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5 18200 RL4L 78
i'fL(V:t),_IS
FRENCH ELLISqN TRK CNTR CONVERSE TX
DELTA PRODUCE LP
2001 S LAREDO
SAN ANTONIO,. TX 78207
17 0 0 WOODBROOK ST : . .
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fi,;;;Ol:;> TW'. 0\'IN.'.'.
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5
4
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Upon (;I tili:; m!1idt-1, lh(": pll(ciHJBe( n)llst apply for a llt'W titto within 20 V.Jor}.:ing Uays unless the
purcil:_!:;od b;t :_1 rkwler. Until a new Iitie is issued. the v1hidEJ \.Viii continuo to reflect
!hn ownnr'o nilm.-, lislnd on I he current tille. SEE BACt< OF Tt\l.l FOFl ADDITIONAL INF0f1MATION.
II,,, I, II,,,, I, Ill .. " I, I ,I,,, 11 .. 1" II," J,,ll, .. II, ,1,11, .. 1
PACI:AR FINANCIAL CORP
1700 WOODBROOK ST
DENTON, TX 76205-7864

.2012
"'li'li:.:llo
1XKAD49X8CJ322310
KW
...... , -.-.. ' - - . - .
. Ol5ll2rt0833l'n"_n7
... . \'.f.:C;tff. 1;\J\12-EF\
5
RL4L74
FRENCH I:LLISON 1"RK CNTR CONVERSE TX
DELTA PRODUCE LP
2001 S LAREDO
SAN ANTONIO,'TX 78207
1700 WOODBROOK'ST
------ - _______ _
tM.J..!EO tG TH'" o __wiicn
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4
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U1mn ol veldclo, lho purGhaser rnust apply lor u new Iitie \Vithin 20 vvorking days unless the
vel1icln i:; purdli'lSHd by n Until a new title is issued, !he vehicle record will continue lo reflect
titre owtwr,, '"''"''listed on \he Gtmentlitle. SEE BACI< OF TAB FOR ADDITIONAL INFORMATIOIL
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1700 WOOOBROOK ST
DENTON, TX 76205-7664
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.SAN ANTONIO, TX 76207
10/19/2011
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DELTA PRODUCE, L.P., CASE NO. 12-50073-LMC-11

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