Common use of Limitations on Secured Indebtedness Clause in Contracts

Limitations on Secured Indebtedness. With respect to any series of Securities, the Company will not, nor shall it permit any Restricted Subsidiary with respect to such series to, incur, issue, assume, guarantee or create any Secured Indebtedness without effectively providing concurrently with the incurrence, issuance, assumption, guaranty or creation of any such Secured Indebtedness that the Outstanding Securities of such series (together with, if the Company shall so determine, any other Indebtedness of the Company or such Restricted Subsidiary then existing or thereafter created which is not subordinated to the Outstanding Securities) shall be secured equally and ratably with (or prior to) such Secured Indebtedness, so long as such Secured Indebtedness will be secured by a Lien, unless, after giving effect thereto, the sum of the aggregate amount of (a) all outstanding Secured Indebtedness of the Company and such Restricted Subsidiaries, plus (b) all Attributable Debt in respect of sale and leaseback transactions (with the exception of Attributable Debt which is excluded pursuant to clauses (1) to (6) inclusive of Section 10.10 below), plus (c) all Indebtedness of CNH Industrial Capital Canada Ltd. (other than Indebtedness of CNH Industrial Capital Canada Ltd. owed to CNH Industrial, or any Parent of CNH Industrial, or any of the Subsidiaries of CNH Industrial or any Parent of CNH Industrial) to the extent not included under (a) or (b) above, would not exceed 15% of Consolidated Net Tangible Assets of the Company and such Restricted Subsidiaries; provided, however, that this restriction will not apply to, and there will be excluded from Secured Indebtedness in any computation under this Section 10.09, Indebtedness secured by:

Limitations on Secured Indebtedness. With respect to any series of Securities, the Company will The Issuer shall not, nor and shall it not permit any Restricted Subsidiary with respect to such series to, directly or indirectly, create, incur, issueassume or permit or suffer to exist any Lien (a “Triggering Lien”) of any nature whatsoever (other than Permitted Liens) against any assets of the Issuer or any Restricted Subsidiary (including Equity Interests of a Restricted Subsidiary), assumewhether owned at the Issue Date or thereafter acquired, guarantee or create any Secured proceeds therefrom, or assign or otherwise convey any right to receive income or profits therefrom, which Lien secures Indebtedness without effectively providing concurrently or trade payables, unless all payments due under this Indenture and the Notes (or under a Guarantee in the case of Liens of a Guarantor) are secured on an equal and ratable basis with the incurrenceobligations so secured (such Indebtedness in respect of which the Notes or Guarantees have been so secured, issuancethe “Equal and Ratable Secured Indebtedness”) until such time as such obligations are no longer secured by a Triggering Lien. Notwithstanding the foregoing, assumptionthe Issuer or any of the Restricted Subsidiaries may create, guaranty incur, assume or creation otherwise cause to exist or become effective any Lien of any such Secured Indebtedness that the Outstanding Securities of such series kind (together withother than Permitted Liens) securing Indebtedness, if the Company shall so determine, any other Indebtedness of the Company or such Restricted Subsidiary then existing or thereafter created which is not subordinated to the Outstanding Securities) shall be secured without equally and ratably with securing the Notes (or prior toa Guarantee in the case of Liens of a Guarantor) such Secured Indebtednesspursuant to the preceding paragraph, so long as such Secured Indebtedness will be secured by a Lien, unless, after giving effect thereto, if immediately thereafter the sum of the aggregate amount of (a) the aggregate principal amount of all secured Indebtedness outstanding (excluding Indebtedness secured by Permitted Liens and any Equal and Ratable Secured Indebtedness of the Company Indebtedness) and such Restricted Subsidiaries, plus (b) all Attributable Debt Indebtedness in respect of sale Sale and leaseback transactions Leaseback Transactions (excluding Attributable Indebtedness in respect of Permitted Sale and Leaseback Transactions) would not exceed 20% of Consolidated Tangible Assets as of such date. For purposes of determining compliance with Section 4.07 and this Section 4.08, (A) a Lien securing an item of Indebtedness need not be permitted solely by reference to either of the exception above paragraphs or to one category (or portion thereof) of Attributable Debt which is excluded pursuant to Permitted Liens described in clauses (1) to through (624) inclusive of Section 10.10 below)the definition of “Permitted Liens” but may be permitted in part under any combination thereof and (B) in the event that a Lien securing an item of Indebtedness, plus Disqualified Equity Interests or preferred stock (cor any portion thereof) all Indebtedness meets the criteria of CNH Industrial Capital Canada Ltd. either of the above paragraphs or one or more of the categories (other than Indebtedness or portions thereof) of CNH Industrial Capital Canada Ltd. owed to CNH IndustrialPermitted Liens described in clauses (1) through (24) of the definition of “Permitted Liens,” the Issuer shall, in its sole discretion, divide, classify or reclassify, or any Parent later divide, classify or reclassify, such Lien securing such item of CNH Industrial, Indebtedness (or any portion thereof) in any manner that complies (based on circumstances existing at the time of such division, classification or reclassification) with this covenant. For the Subsidiaries avoidance of CNH Industrial or any Parent of CNH Industrial) doubt, if and to the extent not included that any Indebtedness is incurred to refinance, refund or replace any Indebtedness secured by Liens permitted under (a) any clause of the definition of “Permitted Liens” or (b) above, would not exceed 15% the preceding paragraph that is limited by a percentage of Consolidated Net Tangible Assets of Assets, the Company and Indebtedness so incurred may be secured by Liens pursuant to such Restricted Subsidiaries; provided, however, that this restriction will not apply to, and there will be excluded from Secured Indebtedness in any computation under this Section 10.09, Indebtedness secured by:clause or subclause or the preceding paragraph at such time.