IKON RECEIVABLES FUNDING LLC
SCHEDULE TO ISDA MASTER AGREEMENT
<DOCUMENT>
<TYPE>EX-10.4
<SEQUENCE>10
<FILENAME>dex104.txt
<DESCRIPTION>SCHEDULE TO ISDA MASTER AGREEMENT
<TEXT>
<PAGE>

                                                                    EXHIBIT 10.4

                                    Schedule
                                     to the
                                Master Agreement

                           dated as of April 23, 2003

                                     between

LEHMAN BROTHERS SPECIAL FINANCING INC.     and     IKON RECEIVABLES FUNDING, LLC

            ("PARTY A")                                      ("PARTY B")

                                     PART 1
                             TERMINATION PROVISIONS

In this Agreement:

(a)     Specified Entity. "Specified Entity" is not applicable to Party A or
        Party B.

(b)     Specified Transactions. "Specified Transaction" has the meaning
        specified in Section 14.

(c)     Breach of Agreement. The "Breach of Agreement" provision of Section
        5(a)(ii) will not apply to either Party A or Party B.

(d)     Credit Support Default. The "Credit Support Default" provision of
        Section 5(a)(iii) is hereby amended by adding, at the end thereof, the
        following: "provided that, not withstanding anything to the contrary
        contained in this Agreement or this Section 5, an Event of Default
        relative to the Party B Credit Support Provider (as herein defined) will
        not constitute an Event of Default with respect to Party B."

(e)     Misrepresentation. The "Misrepresentation" provision of Section 5(a)(iv)
        will not apply to either Party A or Party B.

(f)     Default under Specified Transaction. The "Default under Specified
        Transaction" provision of Section 5(a)(v) will not apply to either Party
        A or Party B.

(g)     Cross Default. The "Cross Default" provisions of Section 5(a)(vi) will
        not apply to either Party A or Party B.

(h)     Tax Event. The "Tax Event" provisions of Section 5(b)(ii) will not apply
        to either Party A or Party B.

(i)     Tax Event Upon Merger. The "Tax Event Upon Merger" provision of Section
        5(b)(iii) will not apply to either Party A or Party B.

(j)     Credit Event upon Merger. The "Credit Event Upon Merger" provision
        (Section 5(b)(iv)) will not apply to Party A or Party B.

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(k)     Automatic Early Termination. The "Automatic Early Termination" provision
        of Section 6(a) will not apply to Party A or Party B.

(l)     Payments on Early Termination. For purposes of Section 6(e) but subject
        to Part 5 of this Schedule:

        (i)     Market Quotation will apply, other than for an Additional
                Termination Event.

        (ii)    The Second Method will apply, other than for an Additional
                Termination Event.

(m)     Termination Currency. "Termination Currency" shall be United States
        Dollars.

(n)     Additional Termination Event. Additional Termination Event with respect
        to Party A will apply as follows: The occurrence of any of the following
        events (each such occurrence, a "Downgrade") shall be an Additional
        Termination Event, with Party A as the sole Affected Party, and
        notwithstanding anything to the contrary in this Agreement, the
        provisions of Part 1(o) of this Schedule will apply if any Additional
        Termination Event occurs:

        (i)     The Party A Guarantor (including any successor to the Party A
                Guarantor under this Agreement as a result of any merger,
                consolidation or transfer of assets involving the Party A
                Guarantor) at any time is rated below the applicable Specified
                Rating (as so defined) by any of the Rating Agencies (as so
                defined); or

        (ii)    either of the Rating Agencies withdraws its rating of the Party
                A Guarantor, provided that Party B shall not exercise its rights
                to terminate the Agreement pursuant to Section 6(b)(iv) without
                the direction of the Party B Credit Support Provider for so long
                as the Party B Credit Support Provider is not in default with
                respect to its obligations under the policy with respect to the
                Notes (as defined below).

For purposes of this Agreement, "Rating Agency" means each of Standard & Poor's
Rating Services ("S&P"), and Moody's Investors Service, Inc. ("Moody's"), and
the "Specified Rating" of the Party A Guarantor and related "Specified Ratings"
are as follows:

        Specified Rating                      Specified Rating and Rating Agency
        ----------------                      ----------------------------------

        short-term debt credit rating                    "A-1" -- S&P
                                                         "P-1" -- Moody's

(o)     Termination Rights and Consequences of an Additional Termination Event.
        Section 6(b) is hereby amended, at the end thereof, by the insertion of
        the following: "notwithstanding anything to the contrary in this
        Agreement or this Section 6(b), neither party may designate an Early
        Termination Date in connection with an Event of Default relating to the
        Party B Credit Support Provider."

Notwithstanding Section 6(b)(iv) of this Agreement, upon the occurrence of any
of the Additional Termination Events listed in Part 1(n)(1) of this Schedule:

        (A) Party A shall promptly, but in any event, not later than two (2)
        Local Business Days following a Downgrade, give Party B notice of the
        circumstances constituting the relevant Downgrade.

        (B) In the event of a Downgrade, (x) Party A shall, at its own cost, on
        or before the 30th day after the date of such Downgrade, use its
        commercially reasonable best efforts to cause a substitute swap
        counterparty ("X") that (i) is reasonably acceptable to Party B and the
        Party B Credit Support Provider, (ii) has a short-term debt rating (or a
        counterparty or financial program rating, or the equivalent) sufficient
        to maintain the then-current ratings of the Notes as required by each of
        the Rating Agencies to assume the obligations of Party A under the
        Transaction or replace the

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        Transaction with a transaction on identical terms, with X to be "Party
        A"; or (y) in the event that Party A, after application of its
        commercially reasonable best efforts, fails to find such a replacement,
        on or before the third business day after the date Party A determines it
        will not be able to find such a replacement (the notice of such
        determination shall be promptly delivered to Party B and the Party B
        Credit Support Provider), deliver credit support to the extent set forth
        in the Credit Support Annex (the "Credit Support Annex") between Party A
        and Party B, attached as an exhibit hereto, in either case in such
        manner (i) that is satisfactory to Party B and the Party B Credit
        Support Provider and (ii) as is necessary for the Rating Agencies to
        confirm not later than that day that the arrangements and/or credit
        support delivered are sufficient to maintain or, if applicable, restore
        their respective ratings of the Notes to the ratings in effect
        immediately before the Downgrade. For this purpose, "Notes" means the
        IKON Receivables Funding, LLC Lease-Backed Notes, Series 2003-1.

        (C) If Party A shall fail to comply with the requirements of
        subparagraph (B) above and Party B designates an Early Termination Date
        as a result of the failure, Party B will calculate and certify to Party
        A the sum of the Loss, costs and expenses actually incurred by Party B
        as a result of the early termination.

                                     PART 2
                               TAX REPRESENTATIONS

(a)     Payer Tax Representations. For the purpose of Section 3(e), Party A
        makes the following representation:

        It is not required by any applicable law, as modified by the practice of
        any relevant governmental revenue authority, of any Relevant
        Jurisdiction to make any deduction or withholding for or on account of
        any Tax from any payment (other than interest under Section 2(e),
        6(d)(ii) or 6(e) or amounts treated as interest under applicable tax
        laws) to be made by it to the other party under this Agreement. In
        making this representation, it may rely on:

        (i)     the accuracy of any representation made by the other party
                pursuant to Section 3(f);

        (ii)    the satisfaction of the agreement of the other party contained
                in Section 4(a)(i) or 4(a)(iii) and the accuracy and
                effectiveness of any document provided by the other party
                pursuant to Section 4(a)(i) or 4(a)(iii); and

        (iii)   the satisfaction of the agreement of the other party contained
                in Section 4(d);

        provided that it shall not be a breach of this representation where
        reliance is placed on clause (ii), and the other party does not deliver
        a form or document under Section 4(a)(iii) by reason of material
        prejudice to its legal or commercial position.

(b)     Payee Tax Representations. For the purpose of Section 3(f), Party A
        makes no Payee Tax Representation. For the purpose of Section 3(f),
        Party B makes the following representation:

        Party B is a limited liability company formed under the laws of the
        State of Delaware and is a "United States person" as such term is
        defined in Section 7701(a)(30) of the Code.

                                     PART 3
                         AGREEMENT TO DELIVER DOCUMENTS

For the purpose of Sections 4(a)(i) and (ii) of this Agreement, each party
agrees to deliver the following documents, as applicable (and each party's
representation in Section 3(d) will apply to each document required from it as
provided below, other than any opinion of counsel):

(a)     Documents to be delivered by Party B: (1) the Indenture dated as of
        April 1, 2003 among Party B, IOS Capital, LLC. ("IOS") and BNY Midwest
        Trust Company (the "Indenture") and (2) the

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        Assignment and Servicing Agreement dated as of April 1, 2003 among Party
        B, IOS Capital, LLC and IKON Receivables-2, LLC (the "Assignment and
        Servicing Agreement").

(b)     Other documents to be delivered by Party A and Party B: evidence
        reasonably satisfactory to the other party as to the authority,
        incumbency and specimen signature of each person executing any document
        on its behalf in connection with this Agreement, Confirmation of the
        Transaction and any Credit Support Document as well as each of the
        documents certificates and reports referenced in Part 5(n) of this
        Schedule, as requested by Party A from time to time.

                                     PART 4
                                  MISCELLANEOUS

(a)     Addresses for Notices.  For the purpose of Section 12(a):

        (i)     Addresses for notices or communications to Party A and the Party
                A Guarantor:

                           Lehman Brothers Special Financing Inc.
                           Transaction Management
                           745 Seventh Avenue, 28th Floor
                           New York, NY  10019
                           Attention:     Documentation Manager
                           Telephone No.: (212) 526-7187
                           Fax Number:    (212) 526-7672

        (ii)    Address for notices or communications to Party B:

                           IKON Receivables Funding, LLC
                           1738 Bass Road
                           P.O. Box 9115
                           Macon, Georgia  31208

                With a copy to:

                           Chief Counsel of Leasing
                           IOS Capital, LLC
                           70 Valley Stream Parkway
                           Malvern, Pennsylvania 19355

                With a copy to the Party B Credit Support Provider:

                           Ambac Assurance Corporation
                           One State Street Plaza
                           New York, New York 10004
                           Attention:  General Counsel

(b)     Process Agent. For the purpose of Section 13(c):

        Party A appoints as its Process Agent:  None.

        Party B appoints as its Process Agent: None.

(c)     Offices. The provisions of Section 10(a) will apply to this Agreement.

(d)     Multibranch Party. For the purpose of Section 10(c):

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        Party A is not a Multibranch Party.

        Party B is not a Multibranch Party.

(e)     Calculation Agent. The Calculation Agent is Party A unless Party A is a
        Defaulting Party, in which case Party B or its designee will be the
        Calculation Agent.

(f)     Credit Support Document.

        With respect to Party A:

        (i)     the Credit Support Annex; and

        (ii)    that certain Guarantee of Lehman Brothers Holdings Inc., dated
                as of April 23, 2003 (the "Guarantee Agreement") by Lehman
                Brothers Holdings Inc, a Delaware corporation (the "Party A
                Guarantor"), in favor of Party B, as the same may be amended
                from time to time.

        With respect to Party B: that certain Financial Guaranty Insurance
        Policy issued by Ambac Assurance Corporation (the "Party B Credit
        Support Provider") in favor of Party A dated as of April 23, 2003 (the
        "Policy"), as the same may be amended from time to time.

(g)     Credit Support Providers.

        Credit Support Provider in relation to Party A: Lehman Brothers Holdings
        Inc., a Delaware corporation (the "Party A Guarantor"), pursuant to the
        Guarantee Agreement.

        Credit Support Provider in relation to Party B: Ambac Assurance
        Corporation, a Wisconsin stock insurance corporation (the "Party B
        Credit Support Provider"), pursuant to the Policy.

(h)     Governing Law. This Agreement will be governed by and construed in
        accordance with the law of the State of New York, without reference to
        choice of laws doctrine.

(i)     Netting of Payments. Sub-paragraph (ii) of Section 2(c) of this
        Agreement will apply.

(j)     Affiliate. Affiliate will have (i) with respect to Party A, the meaning
        specified in Section 14 of this Agreement, and (ii) with respect to
        Party B, is not applicable.

                                     PART 5
                                OTHER PROVISIONS

(a)     Set-off. The definition of "Set-off" is hereby amended to mean the
        set-off, offset, combination of accounts, right of retention or
        withholding or similar right or requirement to which the payer of an
        amount under Section 6 is entitled or subject, arising under this
        Agreement that is exercised by, or imposed on, such payer. Neither Party
        A nor Party B may Set-off amounts which may arise under another contract
        or agreement between such parties against obligations under this
        Agreement.

(b)     Covenant Not to Institute Proceedings. Prior to the date that is one
        year and one day after the date on which all of the Notes (as defined in
        the Indenture) have been paid in full, Party A shall not acquiesce,
        petition or otherwise invoke or cause Party B to invoke the process of
        any bankruptcy court of other governmental authority for the purpose of
        commencing or sustaining a case against Party B under any federal or
        state bankruptcy, insolvency or similar law or appointing a receiver,
        liquidator, assignee, trustee, custodian, sequestrator or other similar
        official of Party B or any substantial part of their respective
        properties or the winding up or liquidation of affairs of Party B. Party
        A acknowledges that Party B is a legal entity separate from any other
        entity and that the holders of the Notes have relied on such
        separateness, and Party A agrees, which agreement shall be enforceable
        by such holders at law or through an action for specific

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        performance, not to seek or support the substantive consolidation of
        Party B with any other entity as long as the Notes remain outstanding.
        The provisions of this clause (b) shall survive any termination of this
        Agreement.

(c)     Successors. Notwithstanding any limitation imposed by Section 7 of this
        Agreement or any other provision of this Agreement to the contrary, the
        term "Party B" shall include all successors in interest to Party B
        pursuant to its limited liability company agreement, and no consent of
        Party A shall be required for any transfer or assignment to such
        successor in interest.

(d)     Limited Recourse; No Petition for Bankruptcy. Notwithstanding the
        provisions of this Agreement which impose on Party B an obligation
        (including any indemnity given hereunder) at any time to make any
        payment to Party A, the rights of recourse of Party A for the
        obligations of Party B hereunder shall be limited to amounts available
        under the terms of the Indenture and Assignment and Servicing Agreement.
        Accordingly, Party A shall have no claim for recourse against Party B or
        any of its directors, officers, or affiliates, in respect of any amount
        which is or remains unsatisfied after the application of those funds and
        any obligations hereunder of Party B not so satisfied will automatically
        be extinguished. Party A, by entering into this Agreement, hereby
        covenants and agrees that, in connection with any obligations of Party B
        under this Agreement, Party A will not institute against Party B, or
        join in any institution against Party B of, any proceeding under any
        bankruptcy, insolvency or similar law until the Notes have been paid in
        full and the longest applicable preference period has lapsed. The
        provisions of this clause (e) shall survive any termination of this
        Agreement.

(e)     Waiver of Jury Trial. EACH PARTY HERETO HEREBY IRREVOCABLY WAIVES ANY
        AND ALL RIGHT TO TRIAL BY JURY IN ANY PROCEEDINGS ARISING UNDER OR IN
        CONNECTION WITH THIS AGREEMENT, ANY CREDIT SUPPORT DOCUMENT OR THE
        TRANSACTION.

(f)     Swap Exemption. Each party hereto represents to the other party on and
        as of the date hereof and on each date on which a Transaction is entered
        into between them hereunder, in connection with the negotiation of, the
        entering into, and the execution of this Agreement, any Credit Support
        Document to which it is a party, each Transaction and any other
        documentation relating to this Agreement to which it is a party, that:

        (i)     This Agreement and each Transaction constitute a "swap
                agreement" within the meaning of the United States Commodity
                Futures Trading Commission Regulations ("CFTC Regulations")
                Section 35.1(b)(1), Section 101(53)(B) of the U.S. Bankruptcy
                Code and the CFTC Policy Statement concerning Swap Transactions,
                54 Fed. Reg. 30694 (July 21, 1989) (the "CFTC Swap Policy
                Statement").

        (ii)    It is an "eligible contract participant" as defined in the
                Commodity Futures Modernization Act of 2000.

        (iii)   Neither this Agreement nor any Transaction is one of a fungible
                class of agreements that are standardized as to their material
                economic terms, with the meaning of Section 35.2(b) of the CFTC
                Regulations.

        (iv)    The economic terms of this Agreement, any Credit Support
                Document to which it is a party and the Transaction have been
                individually tailored and negotiated by it, and the
                creditworthiness of the other party was a material consideration
                in its entering into or determining the terms of this Agreement,
                any such Credit Support Document and the Transaction (including,
                without limitation, pricing, cost and credit enhancement terms),
                within the meaning of Section 35.2(c) of the CFTC Regulations.

        (v)     It has entered into this Agreement and the Transaction in
                conjunction with a line of its business (including financial
                intermediation services) or the financing of its business,
                within the meaning of the CFTC Swap Policy Statement.

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(g)     Relationship between Parties. In connection with the negotiation of, the
        entering into, and the confirming of this Agreement, and any other
        documentation relating to this Agreement, including any Credit Support
        Document, to which it is a party or that it is required by this
        Agreement to deliver, each party hereby represents and warrants, and, in
        connection with the negotiation of, the entering into and the confirming
        of the execution of the Transaction, each party will be deemed to
        represent, to the other party as of the date hereof (or in connection
        with the Transaction, as of the date which it entered into the
        Transaction) that (absent a written agreement between the parties that
        expressly imposes affirmative obligations to the contrary for the
        Transaction):

        (i)     Non Reliance. It is acting for its own account, and it has made
                its own independent decisions to enter into the Transaction and
                as to whether the Transaction is appropriate or proper for it
                based upon its own judgment and upon advice from such advisers
                as it has deemed necessary. It is not relying on any
                communication (written or oral) of the other party as investment
                advice or as a recommendation to enter into the Transaction; it
                being understood that information and explanations related to
                the terms and conditions of the Transaction shall not be
                considered investment advice or a recommendation to enter into
                the Transaction. No communications (written or oral) received
                from the other party shall be deemed to be an assurance or
                guarantee as to the expected results of the Transaction.

        (ii)    Assessment and Understanding. It is capable of assessing the
                merits of and understanding (on its own behalf or through
                independent professional advice), and understands and accepts,
                the terms, conditions and risks of the Transaction. It is also
                capable of assuming, and assumes, the risks of the Transaction.
                It has determined to its satisfaction whether or not the rates,
                prices or amounts and other economic terms of the Transaction
                and the indicative quotations (if any) provided by the other
                party reflect those in the relevant market for similar
                transactions, and all trading decisions have been the result of
                arm's length negotiations between the parties.

        (iii)   Status of Parties. The other party is not acting as a fiduciary
                for or an adviser to it in respect of the Transaction.

(h)     Applicable Only to One Rate Swap Transaction. This Agreement shall be
        effective only for a single rate swap transaction between the parties
        hereto with a specified Effective Date identical to the issue date for
        the Notes (as defined in Part 1(o) of this Schedule) (the
        "Transaction").

(i)     Amendments/waivers. Section 9(b) of this Agreement is hereby amended by
        (i) adding the words "or any Credit Support Documents" after the word
        "Agreement" in the first line thereof and (ii) by adding the words "and
        the Party B Credit Support Provider and the Party A Guarantor" after the
        word "parties" on the third line thereof.

(j)     Payments on Early Termination. Notwithstanding the printed provisions of
        this Agreement, Party B shall be under no obligation to make a payment
        to Party A pursuant to Section 6(e) of this Agreement as modified by
        this Schedule unless such termination is at the direction of the Party B
        Credit Support Provider pursuant to Part 5(r)(i) of this Schedule.

(k)     Confidential Information. Each party may share any information
        concerning the other party with any of its Affiliates.

(l)     Consent to Telephonic Recording. Each party consents to the monitoring
        or recording, at any time and from time to time and to the extent
        lawful, by the other party of the telephone conversations of trading and
        marketing personnel of the parties and their authorized representatives
        in connection with this Agreement or the Transaction; and the parties
        waive any further notice of such monitoring or recording and agree and
        to the extent lawful to give proper notice and obtain any necessary
        consent of such personnel for any such monitoring or recording, provided
        that, each party shall have the right to receive a copy of any such
        recording upon which the other party would seek to rely in the event of
        a dispute.

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(m)     Change of Account. Section 2(b) of this Agreement is hereby amended by
        the addition of the following after the word "delivery" in the first
        line thereof:

        "to another account in the same legal and tax jurisdiction as the
        original account."

(n)     Information Relating to Assets. Party A may request Party B to obtain
        the Servicer Report (as defined in the Assignment and Servicing
        Agreement) and any other reasonably available reports, notices,
        financial statements or other information in respect of the assets of
        Party B that are to be amounts available under the Indenture for
        payments due to Party A under this Agreement. Party B shall promptly
        comply with all such requests.

(o)     Transfers/Assignments. Prior notice of any transfer of rights,
        obligations or interests under or in this Agreement must be given to the
        Rating Agencies and the Party B Credit Support Provider and the Party A
        Guarantor.

(p)     Notwithstanding anything to the contrary in this Agreement, Party B will
        in no circumstances be required to make any payment of additional
        amounts of the kinds contemplated in Section 2(d) of this Agreement.

(q)     Amendments. Notwithstanding anything to the contrary contained in the
        Agreement, Party A and Party B may not amend the terms of the
        Transaction in a material way without first obtaining written
        confirmation from each Rating Agency that such amendment will not result
        in a reduction, downgrade or withdrawal of the then current rating of
        the Notes by such Rating Agency.

(r)     Party B Credit Support Provider and Party A Guarantor.

        (i)     If any event which would have been an Event of Default under
                Section 5(a) occurs with respect to Party B as the Defaulting
                Party, then the Party B Credit Support Provider shall have the
                right (but not the obligation) upon notice to Party A, to
                designate an Early Termination Date with respect to Party B,
                with the same effect as if such designation were made by Party
                A.

        (ii)    Notwithstanding Section 2(e), the Party B Credit Support
                Provider shall not have any obligation to pay any additional
                amount calculated by application of the Default Rate on any
                amount which accrued under this Agreement; provided that the
                Party B Credit Support Provider shall be obligated to pay
                interest following a payment default of the Party B Credit
                Support Provider under the Policy at the Default Rate minus
                1.00%.

        (iii)   Party A and Party B hereby acknowledge and agree that (a) (i)
                the Party B Credit Support Provider shall be a third party
                beneficiary under this Agreement and under the Confirmation,
                entitled to enforce its rights hereunder and thereunder and (ii)
                the Party B Credit Support Provider's obligations with respect
                to this Agreement and the Confirmation shall be limited to the
                terms of the Policy and (b) (i) the Party A Guarantor shall be a
                third party beneficiary under this Agreement and under the
                Confirmation, entitled to enforce its rights hereunder and
                thereunder and (ii) the Party A Guarantor's obligations with
                respect to this Agreement and the Confirmation shall be limited
                to the terms of the Guarantee Agreement.

        (iv)    (a) Party A and Party B hereby acknowledge that, to the extent
                of payment made by the Party B Credit Support Provider to Party
                A under the Policy, the Party B Credit Support Provider shall be
                fully subrogated to the rights of Party A against Party B under
                the Transaction to which such payments relate, including, but
                not limited to, the right to receive payment from Party B and
                the enforcement of any remedies. Party A hereby agrees to assign
                to the Party B Credit Support Provider its right to receive
                payment from Party B under the Transaction to the extent of any
                payment thereunder by the Party B Credit Support Provider to
                Party A. Party B hereby acknowledges and consents to the
                assignment by Party A to the Party B Credit Support Provider of
                any rights and remedies

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                that Party A has under the Transaction or any other document
                executed in connection herewith.

                (b) Party A and Party B hereby acknowledge that, to the extent
                of payment made by the Party A Guarantor to Party B under the
                Guarantee Agreement, the Party A Guarantor shall be fully
                subrogated to the rights of Party B against Party A under the
                Transaction to which such payments relate, including, but not
                limited to, the right to receive payment from Party A and the
                enforcement of any remedies. Party B hereby agrees to assign to
                the Party A Guarantor its right to receive payment from Party A
                under the Transaction to the extent of any payment thereunder by
                the Party A Guarantor to Party B. Party A hereby acknowledges
                and consents to the assignment by Party B to the Party A
                Guarantor of any rights and remedies that Party B has under the
                Transaction or any other document executed in connection
                herewith. All rights of the Party A Guarantor arising under this
                clause (iv)(b) will be payable only in accordance with the
                priority of payments set forth in Article III of the Indenture.

        (v)     The representations of Section 3 made by each party to the other
                party shall also be deemed made to the Party B Credit Support
                Provider and the Party A Guarantor as provided in Section 3.

        (vi)    Section 10 is hereby amended to add the following subsection:

                "(c) Any notice that is required to be given to any party shall
                also be given to the Party B Credit Support Provider and the
                Party A Guarantor."

        (vii)   Party A and Party B hereby confirm that (i) in the event Party B
                fails to make a payment required by this Agreement or the
                Confirmation and the Party B Credit Support Provider makes such
                payment on behalf of Party B pursuant to the Policy, such
                non-payment by Party B shall not constitute an Event of Default
                with respect to Party B under this Agreement or the Confirmation
                and (ii) in the event Party A fails to make a payment required
                by this Agreement or the Confirmation and the Party A Guarantor
                makes such payment on behalf of Party A pursuant to the
                Guarantee Agreement, such non-payment by Party A shall not
                constitute an Event of Default with respect to Party A under
                this Agreement or the Confirmation.

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        IN WITNESS WHEREOF, the parties hereto have caused this Schedule to be
duly executed by their officer, hereunto duly authorized, with effect from the
date specified on the first page of this Schedule.

                                       IKON RECEIVABLES FUNDING, LLC, as Issuer

                                       By: IKON RECEIVABLES FUNDING, INC., its
                                       Manager

                                       By: /s/ Kathleen M. Burns
                                           -------------------------------------
                                          Name:  Kathleen M. Burns
                                          Title: Treasurer

                                       LEHMAN BROTHERS SPECIAL FINANCING INC.

                                       By: /s/ Zdenka S. Griswold
                                           -------------------------------------
                                           Name:  Zdenka S. Griswold
                                           Title:

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                                 LEHMAN BROTHERS

                                   TRANSACTION

Date:            23 April, 2003

To:              IKON Receivables, Funding LLC
                 Attention:    Documentation Unit

From:            Lehman Brothers Special Financing Inc.
                 Lorna Brown - Transaction Management Group
                 Facsimile:    201-395-4655 (United States of America)
                 Telephone:    212-526-9201

Effort ID:       N308546            REVISED
--------------------------------------------------------------------------------

Dear Sir or Madam:

The purpose of this communication (this "Confirmation") is to confirm the terms
and conditions of the transaction (the "Transaction") entered into between
Lehman Brothers Special Financing Inc. ("Party A") and IKON Receivables Funding,
LLC ("Party B") on the Trade Date specified below. This Confirmation constitutes
a "Confirmation" as referred to in the Agreement specified below. This
communication supersedes and replaces all prior communication between the
parties hereto with respect to this Swap Transaction.

This Confirmation supplements, forms part of, and is subject to, the ISDA Master
Agreement dated as of 23 April, 2003 as amended and supplemented from time to
time, between Party A and Party B (the "Agreement"). All provisions contained in
the Agreement shall govern this Confirmation except as expressly modified below.

The definitions and provisions contained in the 2000 ISDA Definitions as
published by the International Swaps and Derivatives Association, Inc. (the
"Definitions") are incorporated into this Confirmation. In the event of any
inconsistency between the Definitions and the terms of this Confirmation, this
Confirmation will govern. For the purpose of the Definitions, references herein
to a "Transaction" shall be deemed to be references to a "Swap Transaction".

Party A and Party B each represents that entering into the Transaction is within
its capacity, is duly authorized and does not violate any laws of its
jurisdiction of organization or residence or the terms of any agreement to which
it is a party. Party A and Party B each represents that (a) it is not relying on
the other party in connection with its decision to enter into this Transaction,
and neither party is acting as an advisor to or fiduciary of the other party in
connection with this Transaction regardless of whether the other party provides
it with market information or its views; (b) it understands the risks of the
Transaction and any legal, regulatory, tax, accounting and economic consequences
resulting therefrom; and (c) it has determined based upon its own judgment and
upon any advice received from its own professional advisors as it has deemed
necessary to consult that entering into the Transaction is appropriate for such
party in light of its financial capabilities and objectives. Party A and Party B
each represents that upon due execution and delivery of this Confirmation, it
will constitute a legally valid and binding obligation, enforceable against it
in accordance with its terms, subject to applicable principles of bankruptcy and
creditors' rights generally and to equitable principles of general application.

                     LEHMAN BROTHERS SPECIAL FINANCING INC.
                              LEHMAN BROTHERS INC.
                      745 SEVENTH AVENUE, NEW YORK NY 10019

<PAGE>

The terms of the particular Transaction to which this Confirmation relates are
as follows:

   GENERAL TERMS:

     Notional Amount:                       For each Calculation Period, the
                                            aggregate outstanding principal
                                            balance of the IKON Receivables
                                            Funding, LLC Lease-Backed Notes,
                                            Series 2003-1 Class A-3a Notes,
                                            Cusip # 45172H AG 4 (the "Issuer
                                            Securities") used as the basis for
                                            calculating the regularly scheduled
                                            Class A-3a Interest Payments
                                            ("Interest Payment" as such term is
                                            identified in the Assignment and
                                            Servicing Agreement) thereunder for
                                            the interest period thereunder
                                            scheduled to begin and end on the
                                            first and last days, respectively,
                                            of that Calculation Period, as such
                                            Interest Payment amount is
                                            identified to Party A by the entity
                                            acting at the relevant time as the
                                            servicer under the Assignment and
                                            Servicing Agreement (the
                                            "Servicer"). The Notional Amount for
                                            the initial Calculation Period is
                                            USD206,400,000

     Trade Date:                            16 April, 2003

     Effective Date:                        23 April, 2003

     Termination Date:                      15 December, 2007, subject to
                                            adjustment in accordance with the
                                            Following Business Day Convention.

   FIXED AMOUNTS:

     Fixed Amount Payer:                    Party B

     Fixed Amount Payer Payment Dates:      The 15th calendar day of each month,
                                            from and including 15 May, 2003 to
                                            and including the Termination Date,
                                            subject to adjustment in accordance
                                            with the Following Business Day
                                            Convention.

     No Adjustment of Period End Dates:     Applicable

     Fixed Rate:                            2.095% per annum

     Fixed Rate Day Count Fraction:         30/360

   FLOATING AMOUNTS:

     Floating Amount Payer:                 Party A

     Floating Amount Payer Payment Dates:   The 15th calendar day of each month,
                                            from and including 15 May, 2003 to
                                            and including the Termination Date,
                                            subject to adjustment in accordance
                                            with the Following Business Day
                                            Convention.

     No Adjustment of Period End Dates:     Applicable

     Floating Rate Option:                  USD-LIBOR-BBA

         Risk ID: 484475L / Effort ID: 308546 / Global Deal ID: 339850

                                   Page 2 of 4

<PAGE>

     Designated Maturity:                   1 month

     Spread:                                Inapplicable

     Floating Rate Day Count Fraction:      Actual/360

     Reset Dates:                           The first day of each Calculation
                                            Period

   BUSINESS DAYS:                           New York

   MISCELLANEOUS:

     Calculation Agent:                     Party A

   OTHER PROVISION:

                                            The Assignment and Servicing
                                            Agreement dated as of 01 April, 2003
                                            (the "Assignment and Servicing
                                            Agreement") by and among IKON
                                            Receivables Funding, LLC, as Issuer,
                                            IOS Capital, LLC, as originator and
                                            servicer, and IKON Receivables-2
                                            LLC, as seller, sets forth the
                                            agreement of IOS Capital, LLC, as
                                            Servicer, with respect to its duties
                                            to communicate to the Issuer and
                                            Party A information relating to the
                                            interest scheduled to be paid by the
                                            Issuer from time to time under the
                                            Issuer Securities. Neither party to
                                            the Transaction will have any
                                            responsibility to the other in
                                            connection with any failure by the
                                            servicer to perform any of those
                                            duties or any delay by it in doing
                                            so. Nothing in this provision shall
                                            affect the rights of the parties
                                            hereto against the servicer for the
                                            failure by it to perform its
                                            obligations under the Assignment and
                                            Servicing Agreement as set forth
                                            herein.

          Risk ID: 484475L / Effort ID: 308546 / Global Deal ID: 339850

                                   Page 3 of 4

<PAGE>

Please confirm your agreement with the foregoing by executing this Confirmation
and returning such Confirmation, in its entirety, to us at facsimile number
201-395-4655 (United States of America), Attention: Documentation.

Yours sincerely,                         Accepted and agreed to:

Lehman Brothers Special Financing Inc.   IKON Receivables Funding LLC, as Issuer

                                         By: IKON RECEIVABLES FUNDING, INC.,
                                         its Manager

          Risk ID: 484475L / Effort ID: 308546 / Global Deal ID: 339850

                                   Page 4 of 4

</TEXT>
</DOCUMENT>
