LIMITED LIABILITY COMPANY AGREEMENT OF GE EQUIPMENT TRANSPORTATION LLC, SERIES 2013-2 (A DELAWARE LIMITED LIABILITY COMPANY) Dated as of October 30, 2013Limited Liability Company Agreement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities • Delaware
LIMITED LIABILITY COMPANY AGREEMENT, dated as of October 30, 2013, adopted by CEF Equipment Holding, L.L.C., as a member (the “Initial Member”).
ADMINISTRATION AGREEMENTAdministration Agreement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities
SERVICING AGREEMENTServicing Agreement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities
RECEIVABLES SALE AGREEMENTReceivables Sale Agreement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities
This RECEIVABLES SALE AGREEMENT (“Agreement” or “Sale Agreement”) is entered into as of October 30, 2013 by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (“GE Capital” or the “Receivable Seller”), GE CAPITAL TITLE HOLDING CORP., a Delaware corporation, as initial beneficiary of GE TF Trust (the “SUBI Seller” or “GECTHC” and, together with the Receivable Seller, the “Sellers,” and individually, each a “Seller”) and CEF EQUIPMENT HOLDING, L.L.C., a Delaware limited liability company (the “Purchaser”).
RECEIVABLES PURCHASE AND SALE AGREEMENTReceivables Purchase and Sale Agreement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities
This RECEIVABLES PURCHASE AND SALE AGREEMENT (“Agreement” or “Purchase and Sale Agreement”) is entered into as of October 30, 2013, by and between CEF EQUIPMENT HOLDING, L.L.C. (the “Seller”), a Delaware limited liability company and GE EQUIPMENT TRANSPORTATION LLC, SERIES 2013-2, a Delaware limited liability company (the “Purchaser”).
GE EQUIPMENT TRANSPORTATION LLC, SERIES 2013-2 Asset Backed Notes UNDERWRITING AGREEMENTCollateral Agency Agreement • October 28th, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities • New York
GE Equipment Transportation LLC, Series 2013-2 Issuer and Citibank, N.A., as Indenture Trustee INDENTURE Dated as of October 30, 2013 $746,576,000 in aggregate principal amount of Notes, consisting of:Indenture • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities • New York
SERIES 2013-2 SUBI SUPPLEMENT TO TRUST AGREEMENT between GE CAPITAL TITLE HOLDING CORP., As Settlor and Initial Beneficiary And WILMINGTON TRUST COMPANY, As UTI Trustee, Administrative Trustee and SUBI Trustee Dated as of October 30, 2013Trust Agreement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities
THIS SERIES 2013-2 SUPPLEMENT TO TRUST AGREEMENT (as amended, modified or supplemented from time to time, this “Series 2013-2 SUBI Supplement”) is dated and effective as of October 30, 2013, between GE CAPITAL TITLE HOLDING CORP., a Delaware corporation (“GECTHC”), as settlor (in such capacity, the “Settlor”) and as initial beneficiary (in such capacity, the “Initial Beneficiary”) and Wilmington Trust Company, a Delaware trust company, as UTI trustee (in such capacity, together with any successor or permitted assign, the “UTI Trustee”), as administrative trustee (in such capacity, together with any successor or permitted assign, the “Administrative Trustee”) and as SUBI trustee (in such capacity, together with any successor or permitted assign, the “SUBI Trustee”).
COLLATERAL AGENCY SUPPLEMENTCollateral Agency Supplement • October 28th, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities • New York
This Collateral Agency Supplement, dated as of October 30, 2013 (as amended, supplemented or otherwise modified from time to time, this “Collateral Agency Supplement”), to the Amended and Restated Collateral Agency Agreement, dated as of April 30, 2012 (as heretofore amended, restated, supplemented or otherwise modified, the “Collateral Agency Agreement”), is among GE TF Trust (the “Trust”), GE Title Agent, LLC, as collateral agent (in such capacity, the “Collateral Agent”), General Electric Capital Corporation (together with its permitted successors and assigns, “GECC”), all parties which have heretofore executed a supplement thereto as a Secured Party (each, a “Secured Party” and collectively, the “Secured Parties”) and Citibank, N.A., as Indenture Trustee (“New Secured Party”). Terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Collateral Agency Agreement.
COLLATERAL AGENCY SUPPLEMENTCollateral Agency Supplement • October 31st, 2013 • GE Equipment Transportation LLC, Series 2013-2 • Asset-backed securities • New York
This Collateral Agency Supplement, dated as of October 30, 2013 (as amended, supplemented or otherwise modified from time to time, this “Collateral Agency Supplement”), to the Amended and Restated Collateral Agency Agreement, dated as of April 30, 2012 (as heretofore amended, restated, supplemented or otherwise modified, the “Collateral Agency Agreement”), is among GE TF Trust (the “Trust”), GE Title Agent, LLC, as collateral agent (in such capacity, the “Collateral Agent”), General Electric Capital Corporation (together with its permitted successors and assigns, “GECC”), all parties which have heretofore executed a supplement thereto as a Secured Party (each, a “Secured Party” and collectively, the “Secured Parties”) and Citibank, N.A., as Indenture Trustee (“New Secured Party”). Terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Collateral Agency Agreement.
