Common use of Pursuant to ss Clause in Contracts

Pursuant to ss. 2.6.1 of the Credit Agreement, we hereby request that a Loan consisting in the principal amount of $________________________be made on________________________, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Loans on today's date is $______________________, (b) that we will use the proceeds of the requested Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENT, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession By: ----------------------- Name: Title: NATIONSRENT OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of [_____________________, 200_] Reference is hereby made to that certain Amended and Restated Debtor In Possession Revolving Credit Agreement dated as of December 31, 2002 (as amended and in effect from time to time, the "CREDIT AGREEMENT"), by and among (i) NationsRent, Inc., a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital Corporation, as administrative agent for the Lenders (as successor to Fleet National Bank) (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as follows:

Pursuant to ss. 2.6.1 2.6 of the Credit Agreement, we hereby request that a Revolving Credit Loan consisting of [a Base Rate Loan in the principal amount of $__________, or a Eurodollar Rate Loan in the principal amount of $______________be made on_ with an Interest Period of _________] be made on ______________ __, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Revolving Credit Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Revolving Credit Loans on today's date is $______________________, (b) that we will use the proceeds of the requested Revolving Credit Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENT, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession WESTERN DIGITAL CORPORATION By: ----------------------- ---------------------------------------- Name: Title: NATIONSRENT 102 EXHIBIT D FORM OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of [TERM NOTE $_____________________, 200_] Reference is hereby made to that certain Amended and Restated Debtor In Possession Revolving Credit Agreement dated _ as of December 31January 28, 2002 (as amended and in effect from time to time1998 FOR VALUE RECEIVED, the undersigned WESTERN DIGITIAL CORPORATION, a Delaware corporation, (the "CREDIT AGREEMENTBorrower"), by and among (i) NationsRent, Inc., a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession (collectively, hereby promises to pay to the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital Corporation, as administrative agent for the Lenders (as successor to Fleet National Bank) order of [INSERT NAME OF LENDER] (the "ADMINISTRATIVE AGENTBank"), General Electric Capital Corporation, ) at the Agent's Head Office (as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as follows:referred to below):

Pursuant to ss. 2.6.1 2.3 of the Credit Agreement, we hereby request that a Revolving Credit B Loan consisting of [a Base Rate Loan in the principal amount of $__________, or a LIBOR Rate Loan in the principal amount of $______________be made on_ with an Interest Period of _________] be made on ______________ __, ___200__. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Revolving Credit B Loan on such date. Exhibit 4.1 - Page 126 Fleet National Bank, as Administrative Agent _________ __, 200_ We hereby certify (a) that the aggregate outstanding principal amount of requested herein including all principal amount currently outstanding does not exceed the Loans on todayCompany's date is $______________________ability to borrow under the Revolving Credit B Loans, (b) that we will use the proceeds of the requested Revolving Credit B Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENT, INC. NATIONSRENT USA, INC. NATIONSRENT WISCONSIN CENTRAL TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession CORPORATION By: ----------------------- Name: Title: NATIONSRENT OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- ------------------------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of B [FORM OF] NOTICE OF CONVERSION OR CONTINUATION ____________________ __, 200_] Reference is hereby made to that certain Amended and Restated Debtor In Possession Revolving Credit Agreement dated as of December 31, 2002 (as amended and in effect from time to time, the "CREDIT AGREEMENT"), by and among (i) NationsRent, Inc., a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital Corporation, as administrative agent for the Lenders (as successor to _ Fleet National Bank) (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent 000 Xxxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxxxx 00000 Re: Notice of Conversion or Continuation Ladies and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as followsGentlemen:

Pursuant to ss. 2.6.1 4.6 of the Credit Agreement, we hereby request that a Growth Loan consisting of [**a BasE Rate Loan in the principal amount of $ ], or [a Eurodollar Rate Loan in the principal amount of $__________ with an Interest Period of _______________**] be made onon _______________________ __, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Growth Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Growth Loans on today's date is $______________________, ,(b) that we will use the proceeds of the requested Growth Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document 106 BankBoston, N.A., as Agent or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENT, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT PERKXXX XXXTAURANTS OPERATING COMPANY, INC., each as a debtor and a debtor in possession L.P. By: ----------------------- Perkins Management Company, Inc., its General Partner By: ------------------------------------ Name: Title: NATIONSRENT 107 EXHIBIT E FORM OF TEXASCOMPLIANCE CERTIFICATE ------------,----- BankBoston, LP NATIONSRENT OF INDIANAN.A., LPas Agent 100 Xxxxxxx Xxxxxx Xxxxxx, each as a debtor Xxxxxxxxxxxxx 00000 Xxdies and a debtor in possession ByGentlemen: NRGP, Inc., general partner By: ----------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of [_____________________, 200_] Reference is hereby made to that certain Amended and Restated Debtor In Possession the Revolving Credit Agreement Agreement, dated as of December 31June 25, 2002 1997 (as amended and in effect from time to time, the "CREDIT AGREEMENTCredit Agreement"), by and among (i) NationsRentPerkxxx Xxxtaurants Operating Company, Inc.L.P., a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto(the "Borrower"), each as a debtor and a debtor in possession Perkxxx Xxxily Restaurants, L.P., the financial institutions which are or may become parties thereto from time to time (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERSBanks"), and (iii) General Electric Capital CorporationBankBoston, N.A. as administrative agent for the Lenders (as successor to Fleet National Bank) (the "ADMINISTRATIVE AGENTAgent"), General Electric Capital Corporation, as the syndication agent ) for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS")Banks. Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same respective meanings herein as assigned to such terms in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as follows:.

Pursuant to ss. 2.6.1 of the Credit Agreement, we hereby request that and as a Loan consisting in condition to the principal amount of $________________________be made on________________________, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Loans on today's date is $______________________, (b) that we will use the proceeds of the requested Loan in accordance with the provisions effectiveness of the Credit Agreement, (c) that each the Borrower has agreed to pay to the Agent for its own account a closing fee of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of $210,000 which it was made and is true at and shall be fully earned as of the date hereof (except i) $80,000 of which shall be paid on the Closing Date, and (ii) the remaining $130,000 of which shall be paid on March 31, 2001; provided, however, that if between the Closing Date and March 31, 2001, a private placement is arranged by Fleet which reduces the Commitment by an amount equal to or greater than $20,000,000, the remaining $130,000 fee will be waived. This letter agreement is subject to the extent of changes resulting from transactions contemplated or permitted by confidentiality provisions contained in the Credit Agreement Agreement. This letter agreement is the Fee Letter referred to in the Credit Agreement. This letter agreement may be executed in any number of counterparts, which shall together constitute but one and the other Loan Documents same agreement. THIS LETTER AGREEMENT SHALL FOR ALL PURPOSES BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE INTERNAL LAWS OF THE COMMONWEALTH OF MASSACHUSETTS. This letter agreement shall take effect as a sealed instrument as of the date first hereinabove written. This letter agreement shall be binding on the parties hereto and changes occurring in their respective successors and assigns. Please indicate your agreement with the ordinary course foregoing by signing this letter agreement where indicated below and returning it with the arrangement fee to Xxxx X. Xxxxx, Senior Vice President, Fleet National Bank, 000 Xxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. This letter supersedes all of business that singly or in our prior letters and communications to you regarding the aggregate are not materially adversesubject matter of this letter, and to the extent that such representations and warranties relate expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuingif any. Very truly yours, NATIONSRENTFLEET NATIONAL BANK, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession By: ----------------------- Name/s/Xxxx X. Xxxxx ----------------------------------- Xxxx X. Xxxxx, Senior Vice President ACKNOWLEDGED AND AGREED TO: Ionics, Incorporated, as Borrower By: /s/Xxxxxx X. Xxxxxxxx ----------------------------------- Title: NATIONSRENT OF TEXASExecutive Vice President EXHIBIT A SIXTH AMENDED AND RESTATED REVOLVING CREDIT NOTE $70,000,000 July 28, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of [_____________________, 200_] Reference is hereby made to that certain Amended and Restated Debtor In Possession Revolving Credit Agreement dated as of December 31, 2002 (as amended and in effect from time to time2000 FOR VALUE RECEIVED, the undersigned IONICS, INCORPORATED (the "CREDIT AGREEMENTBorrower"), by and among (i) NationsRent, Inc.hereby promises to pay to the order of FLEET NATIONAL BANK, a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital Corporation, as administrative agent for the Lenders (as successor to Fleet National Bank) national banking association (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNORBank") and [______________________________] (at the "Assignee") hereby agree as follows:Agent's head office at 000 Xxxxxxx Xxxxxx, Xxxxxx, Xxxxxxxxxxxxx, 00000.

Pursuant to ss. 2.6.1 2.3 of the Credit Agreement, we hereby request that a Revolving Credit A Loan consisting of [a Base Rate Loan in the principal amount of $__________, or a LIBOR Rate Loan in the principal amount of $______________be made on_ with an Interest Period of _________] be made on ______________ __, ___200__. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Revolving Credit A Loan on such date. Fleet National Bank, as Administrative Agent _________ __, 200_ We hereby certify (a) that the aggregate outstanding principal amount of requested herein including all principal amount currently outstanding does not exceed the Loans on todayCompany's date is $______________________ability to borrow under the Revolving Credit A Loans, (b) that we will use the proceeds of the requested Revolving Credit A Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENT, INC. NATIONSRENT USA, INC. NATIONSRENT WISCONSIN CENTRAL TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession CORPORATION By: ----------------------- Name: Title: NATIONSRENT OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- ------------------------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated A-2 [FORM OF] NOTICE OF B LOAN BORROWING WISCONSIN CENTRAL TRANSPORTATION CORPORATION One X'Xxxx Centre 0000 Xxxxx Xxxxx Xxxx Xxxxx 0000 Xxxxxxxx, Xxxxxxxx 00000 ______________ __, 200__ Fleet National Bank, as of [Administrative Agent 000 Xxxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxxxx 00000 Attention: _____________________, 200_] Reference is hereby made to that certain Amended _ Ladies and Restated Debtor In Possession Revolving Credit Agreement dated as of December 31, 2002 (as amended and in effect from time to time, the "CREDIT AGREEMENT"), by and among (i) NationsRent, Inc., a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital Corporation, as administrative agent for the Lenders (as successor to Fleet National Bank) (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as followsGentlemen:

Pursuant to ss. 2.6.1 2.6 of the Credit Agreement, we hereby request that a Revolving Credit Loan consisting of [a Prime Rate Loan in the principal amount of $__________, or a LIBOR Rate Loan in the principal amount of $______________be made on_ with an Interest Period of _________] be made on ______________ __, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Revolving Credit Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Revolving Credit Loans on today's date is $______________________, (b) that we will use the proceeds of the requested Revolving Credit Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement therewith was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are do not materially adversehave a material adverse effect, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENTIONICS, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession INCORPORATED By: ----------------------- Name: Title: NATIONSRENT OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- Name: Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of [______________FORM OF COMPLIANCE CERTIFICATE _______, 200_] _ Fleet National Bank, as Agent for the Banks 000 Xxxxxxx Xxxxxx Xxxxxx, Xxxxxxxxxxxxx 00000, XXX Attention: Xxxx X. Xxxxx, Director Ladies and Gentlemen: Reference is hereby made to that certain Second Amended and Restated Debtor In Possession Revolving Credit Agreement Agreement, dated as of December 31July 28, 2002 2000 (as amended and in effect from time to time, the "CREDIT AGREEMENTCredit Agreement"), by and among IONICS, INCORPORATED (i) NationsRentthe "Borrower"), Inc., a Delaware corporation FLEET NATIONAL BANK and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession the other lending institutions listed on Schedule 1 thereto (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERSBanks"), and (iii) General Electric Capital Corporation, FLEET NATIONAL BANK as administrative agent for the Lenders Banks (as successor to Fleet National Bank) (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agentin such capacity, the "AGENTSAgent"). Capitalized terms which are used herein without definition and which are not otherwise defined in the Credit Agreement shall have the same meanings herein as assigned to such terms in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as follows:.

Pursuant to ss. 2.6.1 2.6 of the Credit Agreement, we hereby request that a Revolving Credit Loan consisting oF [**a Base Rate Loan in the principal amount of $ ,] or [a Eurodollar Rate Loan in the principal amount of $__________ with an Interest Period of **] be made on _______________be made on_______________________ __, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Revolving Credit Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Revolving Credit Loans on today's date is $_______________________ , (b) that we will use the proceeds of the requested Revolving Credit Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit 100 BankBoston, N.A., as Agent Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are not materially adverse, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENT, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT PERKXXX XXXTAURANTS OPERATING COMPANY, INC., each as a debtor and a debtor in possession L.P. By: ----------------------- Perkins Management Company, Inc., its General Partner By: ------------------------------------- Name: Title: NATIONSRENT OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- Name: Title: 101 EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated FORM OF GROWTH LOAN NOTE $_______________ as of [June __, 1997 FOR VALUE RECEIVED, the undersigned PERKXXX XXXTAURANTS OPERATING COMPANY, L.P., a Delaware limited partnership (the "Borrower"), hereby promises to pay to the order of _____________________, 200_] Reference _ (the "Bank") at the Agent's Head Office as such term is hereby made to that certain Amended and Restated Debtor In Possession defined in the Revolving Credit Agreement and Term Loan Agreement, dated as of December 31June 25, 2002 1997 (as amended amended, restated, supplemented, or otherwise modified and in effect from time to time, the "CREDIT AGREEMENTCredit Agreement"), by and among (i) NationsRentthe Borrower, Inc.Perkxxx Xxxily Restaurants, a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries L.P., the Bank, the other lending institutions party thereto, each as a debtor and a debtor in possession (collectivelyBankBoston, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital CorporationN.A., as administrative agent for the Lenders (as successor to Fleet National Bank) (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNOR") and [______________________________] (the "Assignee") hereby agree as follows:

Pursuant to ss. 2.6.1 2.6 of the Credit Agreement, we hereby request that a Revolving Credit Loan consisting in the thE principal amount of $___________________________, be made on________________________, _____. We understand that this request is irrevocable and binding on us and obligates us to accept the requested Revolving Credit Loan on such date. We hereby certify (a) that the aggregate outstanding principal amount of the Revolving Credit Loans on today's date is $______________________, __________ (b) that we will use the proceeds of the requested Revolving Credit Loan in accordance with the provisions of the Credit Agreement, (c) that each of the representations and warranties contained in the Credit Agreement or in any document or instrument delivered pursuant to or in connection with the Credit Agreement therewith was true as of the date as of which it was made and is true at and as of the date hereof (except to the extent of changes resulting from transactions contemplated or permitted by the Credit Agreement and the other Loan Documents and changes occurring in the ordinary course of business that singly or in the aggregate are do not materially adversehave a material adverse effect, and to the extent that such representations and warranties relate related expressly to an earlier date) and (d) that no Default or Event of Default has occurred and is continuing. Very truly yours, NATIONSRENTDSL.NET, INC. NATIONSRENT USA, INC. NATIONSRENT TRANSPORTATION SERVICES, INC. NR DELAWARE, INC. NRGP,INC. NATIONSRENT WEST, INC. LOGAN EQUIPMENT CORP. NR DEALER, XXX. NR FRANCHISE COMPANY BDK EQUIPMENT COMPANY, INC., each as a debtor and a debtor in possession By: ----------------------- Name: Title: NATIONSRENT OF TEXAS, LP NATIONSRENT OF INDIANA, LP, each as a debtor and a debtor in possession By: NRGP, Inc., general partner By: ----------------------- Name: ------------------------------------ Title: EXHIBIT C ASSIGNMENT AND ACCEPTANCE Dated as of [--------- FORM OF TERM NOTE ----------------- $_____________________, 200_] Reference is hereby made to that certain Amended and Restated Debtor In Possession Revolving Credit Agreement dated _ as of December 31, 2002 (as amended and in effect from time to time[insert Conversion Date] FOR VALUE RECEIVED, the undersigned DSL.NET, INC., a Delaware corporation, (the "CREDIT AGREEMENTBorrower"), by and among (i) NationsRent, Inc.hereby proxxxxx xo pay to the order of FLEET NATIONAL BANK, a Delaware corporation and a debtor and a debtor in possession and its Subsidiaries party thereto, each as a debtor and a debtor in possession (collectively, the "BORROWERS"), (ii) the lending institutions referred to therein as Lenders (collectively, the "LENDERS"), and (iii) General Electric Capital Corporation, as administrative agent for the Lenders (as successor to Fleet National Bank) national banking association (the "ADMINISTRATIVE AGENT"), General Electric Capital Corporation, as the syndication agent for the Lenders (the "SYNDICATION AGENT"), General Electric Capital Corporation, as the co-agent for the Lenders (the "CO-AGENT' and, together with the Administrative Agent and the Syndication Agent, the "AGENTS"). Capitalized terms which are used herein without definition and which are defined in the Credit Agreement shall have the same meanings herein as in the Credit Agreement. [_________________________] (the "ASSIGNORLender") and [______________________________] (at the "Assignee") hereby agree as followsLender's office at 100 Federal Street, Boston, Massachusetts 02110: