EXHIBIT 4.17
SUNTRUST LEASING CORPORATION LEASE PROPOSAL
USA TRUCK, INC.
LEASE PROPOSAL DATED OCTOBER 24, 2001
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LESSOR: SunTrust Leasing Corporation/or its assignee or nominee
LESSEE: USA Truck, Inc.
EQUIPMENT: Freightliner FLD-120 Tractors
EQUIPMENT COST: $5,500,000
BASIC TERM: Forty Two (42) Months
BASIC TERM COMMENCEMENT DATE: The Basic Term will commence on the 30th day of the month in
which the funding occurs.
BASIC TERM RENTALS: Lease rentals are payable monthly in ARREARS from the Basic
Commencement Date.
Base Lease Monthly Rental Factor
Commencement Date (As a % of Equipment Cost)
----------------- --------------------------
January, 2002 1.66988
February, 2002 1.66712
March, 2002 1.66390
April, 2002 1.66190
May, 2002 1.66055
June, 2002 1.65805
July, 2002 1.64261
August, 2002 1.63884
September, 2002 1.63542
October, 2002 1.63379
November, 2002 1.63044
December, 2002 1.62704
The above Monthly Rental Factors are based on current market
conditions as of October 24, 2001. On this date the
interpolated yield for the three (3) year Treasury Note is
3.24%. On the Funding Date the Monthly Rental Factor will be
adjusted upward or downward by .011704% for every 25 basis
points change in the yield of the three (3) year Treasury
Note. The implicit rate may also be adjusted upward or
downward for each one basis point (.01%) change in the AA
swap spreads as published in SWYC of Bloomberg Investor
Service for 3 year, 30/360 basis, level payment obligations.
INTERIM LEASE TERM AND RENT: The Interim Lease Term will run from the date the Equipment
is accepted by the Lessee to (but not including) the Basic
Term Commencement Date. Interim Rent will be paid by the
Lessee on the Basic
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Term Commencement Date in an amount equal to the daily
equivalent of Basic Term Rentals.
EARLY TERMINATION: In the event that any item of Equipment is (i) damaged or
destroyed to such extent that it cannot be reasonably
restored to normal operating condition or (ii) seized or
condemned by governmental authorities (i.e. eminent domain)
or (iii) lost due to theft or disappearance for a period in
excess of 45 days, the Lease with respect to such Equipment
will terminate and the Lessee thereof will pay the
Stipulated Loss Value with respect thereto.
NET LEASE: The Lease will be a net lease in that the Lessee will be
responsible for any and all costs and expenses in connection
with the Equipment, including sales and use taxes, and any
other taxes with the exception of federal and state net
income taxes on the net income of the Lessor. The Lessee is
also responsible for maintaining and insuring the Equipment
and for all fees; insurance premiums; cost of installation,
operations, maintenance, repair, and rebuilding; and other
charges related to the use or possession of the Equipment.
FEDERAL TAX INDEMNIFICATIONS: The Lessee will indemnify the Lessor for any loss or
deduction in federal tax benefits based on the tax
assumptions outlined above if such loss or reduction is
caused by (i) any breach, inaccuracy or incorrectness of any
representation, warranty or covenant made by the Lessee,
(ii) the acts or omissions (not including the execution of
documents contemplated hereby or any act or omission
expressly required or expressly permitted by such documents)
of the Lessee, or (iii) any change in federal law with an
effective date that precedes the date of acceptance of the
Equipment for lease by the Lessee. If an Investment Tax
Credit provision is passed, benefit will flow to Lessee at
the same lease rate as indicated in this proposal.
MAINTENANCE: Lessee will maintain the Equipment leased by it so that it
remains in good operating condition (ordinary wear and tear
excepted) and in compliance with any and all applicable
laws, regulations, and state inspections.
END OF TERM OPTIONS: At the end of the Basic Term, the Lessee shall have the
option of purchasing the Equipment or returning the
Equipment to the Lessor in accordance with the terms
described below.
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TERMINATION: At the satisfactory conclusion of the Basic Term, the Lessee
shall have the option to purchase all, but not less than
all, of the equipment on a Lease Schedule. In this event,
the Lessee will have a purchase price as follows:
Forty Percent (40%) of the Equipment Cost
In the event the Lessee chooses to return the Equipment, the
Lessor will sell the Equipment. If the Net Proceeds of the
sale (after expenses) are greater than the Purchase Price,
the excess proceeds will be returned to the Lessee. If the
Net Proceeds are less than the Purchase Price, the
difference between the proceeds and the Purchase Price will
be paid by the Lessee to the Lessor as a final Rental
Payment then due.
DOCUMENTATION: This Proposal is not intended to address all the final legal
and documentation matters pertaining to this lease. The
lease documentation will represent the final legal
agreement. The lease documentation will be furnished by the
Lessor.
DISCLAIMER: This proposal letter is not a commitment by SunTrust Leasing
Corporation to enter into this lease. A commitment can be
issued only upon final approval by our Credit/Investment
Committee.
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