REGISTRATION RIGHTS AGREEMENT by and among CIT Group Inc. the Guarantors party hereto and Merrill Lynch, Pierce, Fenner & Smith Incorporated Barclays Capital Inc. Citigroup Global Markets Inc. Deutsche Bank Securities Inc. and J.P. Morgan Securities...Registration Rights Agreement • March 31st, 2011 • Cit Group Inc • Finance lessors • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of March 30, 2011, by and among CIT Group Inc., a Delaware corporation (the “Company”), the guarantors party hereto (collectively, the “Guarantors”) and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC as the representatives of the initial purchasers listed on Schedule A to the Purchase Agreement (defined below) (the “Initial Purchasers”), each of whom has agreed to purchase the Company’s 5.250% Series C Second-Priority Secured Notes due 2014, and its 6.625% Series C Second-Priority Secured Notes due 2018 (collectively, the “Notes”) fully and unconditionally guaranteed by the Guarantors (the “Guarantees”) pursuant to the terms set forth in the Purchase Agreement. The Notes and the Guarantees attached thereto are herein collectively referred to as the “Securities.”
5.250% Series C Second-Priority Secured Notes due 2014 6.625% Series C Second- Priority Secured Notes due 2018 CIT GROUP INC., as Issuer, THE GUARANTORS NAMED HEREIN, as Guarantors and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Series C Parent...First Supplemental Indenture • March 31st, 2011 • Cit Group Inc • Finance lessors • New York
THIS FIRST SUPPLEMENTAL INDENTURE, dated as of March 30, 2011 (the “Supplemental Indenture”), between CIT Group Inc., a corporation duly organized and existing under the laws of the State of Delaware (the “Company”), the guarantors named herein and Deutsche Bank Trust Company Americas, as trustee (the “Trustee”), Series C Parent Collateral Agent and Series C Subsidiary Collateral Agent, amending and supplementing the Indenture, dated as of March 30, 2011 between the Company and the Trustee, governing the issuance of debt securities (the “Base Indenture”). The Base Indenture, as amended and supplemented by the Supplemental Indenture, shall be referred to herein as the “Indenture”.
