0000950123-09-071285 Sample Contracts

CIT GROUP INC., as Issuer, THE GUARANTORS NAMED HEREIN, as Guarantors and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Series A Parent Collateral Agent and Series A Subsidiary Collateral Agent FIRST SUPPLEMENTAL INDENTURE Dated as of December 10,...
First Supplemental Indenture • December 16th, 2009 • Cit Group Inc • Finance lessors • New York

THIS FIRST SUPPLEMENTAL INDENTURE, dated as of December 10, 2009 (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 A Parent Collateral Agent and Series A Subsidiary Collateral Agent, amending and supplementing the Indenture, dated as of December 10, 2009 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”.

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FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT
Credit and Guaranty Agreement • December 16th, 2009 • Cit Group Inc • Finance lessors • New York

THIS FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT (this “Amendment”) is dated as of December 10, 2009 and is entered into by and among CIT GROUP INC., a Delaware corporation (“Company”), CERTAIN SUBSIDIARIES OF COMPANY listed on the signature pages hereto, BANK OF AMERICA, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”) and Collateral Agent (in such capacity, the “Collateral Agent”) and the Requisite Lenders listed on the signature pages hereto and is made with reference to that certain SECOND AMENDED AND RESTATED CREDIT AND GUARANTY AGREEMENT, dated as of October 28, 2009 (the “Credit Agreement”), by and among Company, the subsidiaries of Company named therein, the Lenders party thereto from time to time, the Administrative Agent and the Collateral Agent. Capitalized terms used herein without definition shall have the same meanings herein as set forth in the Credit Agreement after giving effect to this Amendment.

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