FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • July 2nd, 2009 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
FIRST AMENDMENT TO CREDIT AGREEMENT (this “First Amendment”), dated as of June 26, 2009, among RSC HOLDINGS II, LLC, a Delaware limited liability company (“Holdings”), RSC HOLDINGS III, LLC, a Delaware limited liability company (the “Parent Borrower”), RSC EQUIPMENT RENTAL, INC., an Arizona corporation (“RSC”), RSC EQUIPMENT RENTAL OF CANADA LTD., a corporation incorporated and existing under the laws of the Province of Alberta (“RSC Canada”, and together with the Parent Borrower, RSC and any other entity that becomes a Borrower from time to time pursuant to the Credit Agreement referred to below, the “Borrowers”), the Lenders (as defined below) party hereto, DEUTSCHE BANK AG, NEW YORK BRANCH, as U.S. administrative agent (in such capacity, the “U.S. Administrative Agent”) and DEUTSCHE BANK AG, CANADA BRANCH, as Canadian administrative agent (in such capacity, the “Canadian Administrative Agent”). All capitalized terms used herein and not otherwise defined herein shall have the respect
RSC EQUIPMENT RENTAL, INC., as Issuer RSC HOLDINGS III, LLC as Co-Issuer and the Subsidiary Guarantors, if any, from time to time parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee and DEUTSCHE BANK AG, NEW YORK BRANCH as Note...RSC Equipment Rental, Inc. • July 2nd, 2009 • Services-equipment rental & leasing, nec • New York
INDENTURE, dated as of July 1, 2009 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among RSC Equipment Rental, Inc., a corporation organized under the laws of the state of Arizona (“RSC”), and RSC Holdings III, LLC, a limited liability company organized under the laws of the state of Delaware (the “Company” and together with RSC, the “Issuers”), the Subsidiary Guarantors, if any, from time to time parties hereto, Wells Fargo Bank, National Association, a national banking association, as Trustee, and Deutsche Bank AG, New York Branch, as Note Collateral Agent. RSC is a wholly-owned subsidiary of the Company.
COLLATERAL AGREEMENT made by RSC HOLDINGS III, LLC, RSC EQUIPMENT RENTAL, INC., and CERTAIN DOMESTIC SUBSIDIARIES OF RSC HOLDINGS III, LLC, FROM TIME TO TIME PARTY HERETO in favor of DEUTSCHE BANK AG, NEW YORK BRANCH as Note Collateral Agent Dated as...Collateral Agreement • July 2nd, 2009 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
COLLATERAL AGREEMENT, dated as of July 1, 2009, made by RSC HOLDINGS III, LLC, a Delaware limited liability company (together with its successors and assigns, the “Company”), RSC EQUIPMENT RENTAL, INC., an Arizona corporation (“RSC” and together with the Company, the “Issuers”), and certain of the Company’s Subsidiaries that may become party hereto from time to time pursuant to subsection 7.14 in favor of DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), in its capacity as collateral agent under certain of the Note Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “Note Collateral Agent”) for the Secured Parties (as defined below) and solely for purposes of Section 2.5, in its capacity as U.S. First Lien Collateral Agent under the General Intercreditor Agreement (as defined below).
FIRST AMENDMENT TO INTERCREDITOR AGREEMENTIntercreditor Agreement • July 2nd, 2009 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
FIRST AMENDMENT TO INTERCREDITOR AGREEMENT (this “First Amendment”), dated as of July 1, 2009, by and among RSC HOLDINGS II, LLC, a Delaware limited liability company, RSC HOLDINGS III, LLC, a Delaware limited liability company (the “Parent Borrower”), RSC EQUIPMENT RENTAL, INC., an Arizona corporation (“RSC”), each other Grantor (as defined below) from time to time party hereto and DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), in its capacity as U.S. collateral agent under the First-Lien Loan Documents (together with its successors and assigns in such capacity from time to time, the “U.S. First-Lien Collateral Agent”). Unless otherwise indicated, all capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Intercreditor Agreement referred to below.
FIRST LIEN INTERCREDITOR AGREEMENTFirst Lien Intercreditor Agreement • July 2nd, 2009 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
This FIRST LIEN INTERCREDITOR AGREEMENT, dated as of July 1, 2009, and entered into by and among RSC HOLDINGS III, LLC (the “Parent Borrower”), a Delaware limited liability company, RSC EQUIPMENT RENTAL, INC., an Arizona corporation (“RSC”), each other Grantor (as defined below) from time to time party hereto, DEUTSCHE BANK AG, NEW YORK BRANCH (“DBNY”), in its capacity as U.S. collateral agent under the Senior Loan Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “Senior Collateral Agent”) and DEUTSCHE BANK AG, NEW YORK BRANCH, in its capacity as collateral agent under the First Lien Last Out Note Documents (as defined below) (together with its successors and assigns in such capacity from time to time, the “First Lien Last Out Collateral Agent”). Capitalized terms used herein but not otherwise defined herein have the meanings set forth in Section 1 below.
