EX-99.5 6 ex99-5.txt EX. A-1.5 LEASE SUPPLEMENT NO. 4 LEASE SUPPLEMENT NO. 4 LEASE SUPPLEMENT NO. 4, dated as of September 1, 1994, between PORTLAND GENERAL ELECTRIC COMPANY, an Oregon corporation (herein, together with its permitted successors and assigns, "Lessee") and FIRST INTERSTATE BANK OF OREGON, N.A. (formerly known as First National Bank of Oregon), a national banking association, as trustee (herein, together with its permitted successors and assigns, "Lessor") under a Trust Agreement dated as of September 1, 1979, between it and the Owner Participant named therein. WHEREAS, Lessee and Lessor have heretofore entered into a Lease Agreement dated as of September 1, 1979, as supplemented by Lease Supplement No. 1 dated November 7, 1979, Lease Supplement No. 2 dated January 23, 1980 and Lease Supplement No. 3 dated January 26, 1993 (herein, as heretofore supplemented in accordance with the provisions thereof, the "Lease"). Capitalized terms not otherwise defined herein have the meanings ascribed to them in the Lease. NOW, THEREFORE, in consideration of the premises and other good and sufficient consideration, and pursuant to Section 29(b) of the Lease, Lessor and Lessee hereby agree as follows: 1. The last paragraph of Section 9(a) of the Lease is amended to read in its entirety as follows: "All the foregoing insurance policies shall be subject to such deductible amounts and retentions as are usual and customary for companies similarly situated; provided, however, that such deductible amounts and retentions shall not exceed the following amounts specified with respect to such policies: (1) Fire and Extended Coverage.......................... $ 2,000,000; (2) Public Liability ................................... $ 5,000,000; (3) Workers' Compensation Insurance..................... $ 2,000,000; provided further, however, that each such policy shall be in an amount sufficient to prevent Lessor, Lessee or the Indenture Trustee from becoming a coinsurer of any loss under such policy. Lessee agrees that all such insurance may be maintained in effect for the term thereof by Lessor or Indenture Trustee, at Lessee's cost and expense, if Lessee shall fail to do so." 2. No Default has occurred or is continuing. 3. This Lease Supplement is supplemental to the Lease. As supplemented and amended by this Lease Supplement, the Lease is in all respects ratified, approved and confirmed, and the Lease and this Lease Supplement shall together constitute one and the same instrument. 4. This Lease Supplement may be executed in more than one counterpart, each of which shall be deemed original, but all such counterparts shall together constitute but one and the same instrument. 5. Owner Trustee is entering into this Lease Supplement No. 4 in its fiduciary capacity under the Trust Agreement and shall have no personal liability hereunder except as expressly provided in the Lease or the Trust Agreement. IN WITNESS WHEREOF, Lessee and Lessor have caused this Lease Supplement to be to be duly executed by their respective officers thereunto duly authorized. PORTLAND GENERAL ELECTRIC COMPANY, as Lessee, By: /s/ ---------------------------------- Title: Assistant Treasurer FIRST INTERSTATE BANK OF OREGON, N.A. as Owner Trustee and Lessor, By: /s/ ---------------------------------- Title: Trust Officer By: /s/ ---------------------------------- Title: Vice President ACKNOWLEDGMENTS TO LEASE SUPPLEMENT NO. 4 STATE OF OREGON ) ) ss.: COUNTY OF MULTNOMAH, ) The foregoing instrument was acknowledged before me this 20th day of Sept., 1994, by Steven N. Elliott, an Assistant Treasurer of Portland General Electric Company, an Oregon corporation on behalf of the corporation. OFFICIAL SEAL /s/ Bonnie D. Rushing BONNIE D. RUSHING -------------------------------- NOTARY PUBLIC-OREGON Notary Public COMMISSION NO. A011356 MY COMMISSION EXPIRES DEC. 10, 1995 (Official Seal) STATE OF OREGON ) ) ss.: COUNTY OF MULTNOMAH, ) The foregoing instrument was acknowledged before me this 23 day of Sept., 1994 by C.P. Plouf and E. Beeman, a Trust Officer and Assistant Vice President, respectively, of First Interstate Bank of Oregon, N.A., a national banking association, on behalf of the association. /s/ Dattie I. Endicott -------------------------------- Notary Public (Official Seal) OFFICIAL SEAL BONNIE D. RUSHING NOTARY PUBLIC-OREGON COMMISSION NO. 868549 MY COMMISSION EXPIRES AUG. 03, 1995 Consented: FIRST BANK NATIONAL ASSOCIATION DBA First Trust Oregon, as Indenture Trustee, By:___________________________ Title: Trust Officer WESTERN AMERICAN FINANCIAL, INC., as Owner Participant By:___________________________ Title:________________________ PRINCIPAL MUTUAL LIFE INSURANCE COMPANY, as Loan Participant By:___________________________ Title:________________________ the Principal Financial Principal Mutual Group Life Insurance Company October 4, 1994 Mr. Mahendra Shah Portland General Electric 121 SW Salmon Street, 1WTC-0403 Portland, Oregon 97204 RE Boardman Coal Handling Equipment Lease Dear Mr. Shah Per your request, please find the enclosed signature pages for Lease Supplement No. 4. Sincerely /s/ Scott A. Bennett Scott A. Bennett Investment Manager Investment-Securities (515) 248-3129 SAB:mlw cc Sonia Delen Bruce Carrick Colleen Plouf Enclosure Consented: FIRST BANK NATIONAL ASSOCIATION DBA First Trust Oregon, as Indenture Trustee, By:___________________________ Title: Trust Officer WESTERN AMERICAN FINANCIAL, INC., as Owner Participant By:___________________________ Title:________________________ PRINCIPAL MUTUAL LIFE INSURANCE COMPANY, as Loan Participant By: /s/ James K. Hovey ---------------------------------- Title: Director-Securities Investment ------------------------------- By: /s/ Christopher J. Henderson ---------------------------------- Title: Counsel ------------------------------- BA Bank of America October 21, 1994 Mr. Mahendra Shah Portland General Electric 121 S. W. Slamon STreet, 1WTC-0403 Portland, Oregon 97204 Subject: Boardman Coal Handling Equipment Lease Dear Mr. Shah: Per your request, enclosed is the executed signature page for Lease Supplement No. 4. Sincerely, WESTERN AMERICAN FINANCIAL, INC. /s/ Sonia T. Delen Sonia T. Delen Assistant Vice President cc: Scott Bennett Bruce A. Carrick Colleen Plouf Enclosure Consented: FIRST BANK NATIONAL ASSOCIATION DBA First Trust Oregon, as Indenture Trustee, By:___________________________ Title: Trust Officer WESTERN AMERICAN FINANCIAL, INC., as Owner Participant By: /s/ ---------------------------- Title: Assistant Vice President ------------------------ By: /s/ ---------------------------- Title: Assistant Vice President ------------------------ PRINCIPAL MUTUAL LIFE INSURANCE COMPANY, as Loan Participant By:___________________________ Title:________________________ First Trust Oregon 1000 S.W. Broadway Suite 1750 Portland, OR 97205 October 17, 1994 Mr. Mahendra Shah Portland General Electric 121 S.W. Salmon Street, 1WTC-0403 Portland, Oregon 97204 RE Boardman Coal Handling Equipment Lease Dear Mr. Shah: Per your request, please find the enclosed signature page for Lease Supplement No. 4. Sincerely, /s/ Bruce A. Carrick Bruce A. Carrick, CCTS Trust Officer cc Scott A. Bennett Coleen Plouf Sonia Delen Enclosure Consented: FIRST BANK NATIONAL ASSOCIATION DBA First Trust Oregon, as Indenture Trustee, By: /s/ --------------------------- Title: Trust Officer WESTERN AMERICAN FINANCIAL, INC., as Owner Participant By:___________________________ Title:________________________ PRINCIPAL MUTUAL LIFE INSURANCE COMPANY, as Loan Participant By:___________________________ Title:________________________