MACQUARIE EQUIPMENT LEASING FUND, LLC 15,000,000 Shares of Limited Liability Company Interest at $10 per Share SELLING DEALER AGREEMENTSelling Dealer Agreement • May 22nd, 2009 • Macquarie Equipment Leasing Fund, LLC • Services-equipment rental & leasing, nec • Delaware
Macquarie Asset Management Inc. (the “Manager”), as Manager and on behalf of Macquarie Equipment Leasing Fund, LLC, a Delaware limited liability company (the “Fund”), proposes to issue and offer for sale up to an aggregate of 15,000,000 shares of limited liability company interest in the Fund at a price of $10 per share, subject to certain reductions, and up to an additional 800,000 shares of limited liability company interest in the Fund pursuant to the Fund’s distribution reinvestment plan (“DRP”) at a price of $9.00 per share (the “Shares”). The offering of the Shares by the Fund is referred to herein as the “Offering”.
MACQUARIE EQUIPMENT LEASING FUND, LLC 15,000,000 Shares of Limited Liability Company Interest at $10 per Share DEALER MANAGER AGREEMENTDealer Manager Agreement • May 22nd, 2009 • Macquarie Equipment Leasing Fund, LLC • Services-equipment rental & leasing, nec • Delaware
ESCROW AGREEMENTEscrow Agreement • February 3rd, 2009 • Macquarie Equipment Leasing Fund, LLC • Services-equipment rental & leasing, nec • Delaware
THIS AGREEMENT (the “Agreement”) is dated as of February 2, 2009 and is made by and between Macquarie Equipment Leasing Fund, LLC, a Delaware limited liability company (the “Fund”), Macquarie Asset Management Inc., a Delaware corporation (the “Manager”), Macquarie Capital (USA) Inc., a Delaware corporation (“MCUSA”), and Wells Fargo Bank, National Association, as escrow agent, or its designated successor (the “Escrow Agent”).
ESCROW AGREEMENTEscrow Agreement • October 15th, 2008 • Macquarie Equipment Leasing Fund, LLC • Delaware
THIS AGREEMENT is dated as of [•], 2008 and is made by and between Macquarie Equipment Leasing Fund, LLC, a Delaware limited liability company (the “Fund”), Macquarie Asset Management Inc., a Delaware corporation (the “Manager”), Macquarie Capital (USA) Inc., a [•] corporation (“MCUSA”), and [•], or its designated successor (the “Escrow Agent”).
Macquarie Asset Management Inc. A Member of the Macquarie Group of Companies March 30 2009Escrow Agreement • April 2nd, 2009 • Macquarie Equipment Leasing Fund, LLC • Services-equipment rental & leasing, nec
Jane Labouliere Vice President Wells Fargo Bank, National Association 10 Orms Street, Suite 325 PROVIDENCE RI 02904 Macquarie Capital (USA) Inc. Macquarie Equipment Leasing Fund, LLC 225 Franklin St, 17th Floor BOSTON MA 02110
Macquarie Letterhead]Escrow Agreement • May 22nd, 2009 • Macquarie Equipment Leasing Fund, LLC • Services-equipment rental & leasing, nec
You are requested to sign and return a copy of this letter to MAMI. By doing so, you will be evidencing your acceptance of the following amendment to the Agreement, effective as of the date of this letter. Section 3(a) of the Agreement is hereby deleted in its entirety and replaced with the following:
