CREDIT AGREEMENT amongCredit Agreement • February 14th, 2011 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
CREDIT AGREEMENT, dated as of February 9, 2011, 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”), the several banks and other financial institutions from time to time parties to this Agreement, DEUTSCHE BANK AG NEW YORK BRANCH, as U.S. administrative agent and U.S. collateral agent for the Lenders hereunder (in such capacities, respectively, the “U.S. Administrative Agent” and the “U.S. Collateral Agent”), DEUTSCHE BANK AG CANADA BRANCH, as Canadian administrative agent and Canadian collateral agent for the Lenders hereunder (in such capacities, respectively, the “Canadian Administrative Agent” and the “Canadian Collateral Agent”), WELLS FARGO CAPITAL FINANCE, LLC and BANK OF AMERIC
CANADIAN SECURITY AGREEMENT made by RSC EQUIPMENT RENTAL OF CANADA LTD. in favour of DEUTSCHE BANK AG CANADA BRANCH, as Canadian Collateral Agent Dated as of February 9, 2011Canadian Security Agreement • February 14th, 2011 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • Ontario
CANADIAN SECURITY AGREEMENT, dated as of February [9], 2011, made by RSC Equipment Rental of Canada Ltd., a corporation incorporated and existing under the laws of the Province of Alberta (together with its successors and assigns, the “Grantor”) in favour of Deutsche Bank AG Canada Branch (“DBCB”), as Canadian collateral agent (in such capacity, the “Canadian Collateral Agent”) for the benefit of the banks and other financial institutions (collectively, the “Lenders”; individually, a “Lender”) from time to time party to the Credit Agreement described below and the other Secured Parties (as defined below).
U.S. GUARANTEE AND COLLATERAL AGREEMENT made by RSC HOLDINGS II, LLC, RSC HOLDINGS III, LLC, RSC EQUIPMENT RENTAL, INC., and CERTAIN DOMESTIC SUBSIDIARIES OF RSC HOLDINGS III, LLC, in favor of DEUTSCHE BANK AG NEW YORK BRANCH, as U.S. Administrative...Guarantee and Collateral Agreement • February 14th, 2011 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
WHEREAS, pursuant to that certain Credit Agreement, dated as of the date hereof (as amended, amended and restated, waived, supplemented or otherwise modified from time to time, together with any agreement extending the maturity of, or restructuring, refunding, refinancing or increasing the Indebtedness under such agreement or successor agreements, the “Credit Agreement”), among Holdings, the Parent Borrower and RSC (together with the Parent Borrower and any other entity that becomes a borrower thereunder pursuant to subsection 7.9(b) of the Credit Agreement, the “U.S. Borrowers”), RSC Equipment Rental of Canada Ltd. (together with any other entity that becomes a borrower pursuant to subsection 7.9(c) of the Credit Agreement, the “Canadian Borrowers”), the U.S. Collateral Agent, the U.S. Administrative Agent, Deutsche Bank AG Canada Branch, as Canadian administrative agent and Canadian collateral agent (in such capacities, the “Canadian Administrative Agent” and “Canadian Collateral Age
FIRST AMENDMENT TO FIRST LIEN INTERCREDITOR AGREEMENTFirst Lien Intercreditor Agreement • February 14th, 2011 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
FIRST AMENDMENT TO FIRST LIEN INTERCREDITOR AGREEMENT (this “First Amendment”), dated as of February 9, 2011, by and among RSC HOLDINGS III, LLC, a Delaware limited liability company (the “Parent Borrower”), RSC EQUIPMENT RENTAL, INC., an Arizona corporation (“RSC”), each other Grantor party hereto and DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), in its capacity as U.S. collateral agent under the Senior Loan Documents (together with its successors and assigns in such capacity from time to time, the “Senior 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.
