PLEDGE AGREEMENTPledge Agreement • May 26th, 2006 • Neff Corp • Services-equipment rental & leasing, nec • New York
This PLEDGE AGREEMENT dated as of July 8, 2005 (together with all amendments, if any, from time to time hereto, this “Agreement”), by and among NEFF RENTAL LLC, a Delaware limited liability company (“Neff LLC”), NEFF FINANCE CORP., a Delaware corporation (“Neff Finance” and, together with Neff LLC, the “Borrowers” and each, a “Borrower”), NEFF RENTAL, INC., a Florida corporation (“NEFF”) and each other Person which becomes party hereto as a Pledgor pursuant to Section 22 of this Agreement (such Persons, together with the Borrowers and NEFF, collectively, the “Pledgors” and each, a “Pledgor”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, as collateral agent (in such capacity, the “Agent”) for the benefit of the Secured Parties (as defined below).
SECURITY AGREEMENTSecurity Agreement • May 26th, 2006 • Neff Corp • Services-equipment rental & leasing, nec • New York
SECURITY AGREEMENT dated as of July 8, 2005 (together with all amendments, if any, from time to time hereto, this “Agreement”), by and among NEFF RENTAL LLC, a Delaware limited liability company (“Neff LLC”), NEFF FINANCE CORP., a Delaware corporation (“Neff Finance” and, together with Neff LLC, the “Borrowers” and each, a “Borrower”), NEFF RENTAL, INC., a Florida corporation (“NEFF”) and each other Person which becomes party hereto as Grantor pursuant to Section 19 of this Agreement (such Persons, together with the Borrowers and NEFF, collectively, the “Grantors” and each, a “Grantor”) and WELLS FARGO BANK, NATIONAL ASSOCIATION, as collateral agent (in such capacity, the “Agent”) for the benefit of the Secured Parties (as defined below).
STOCKHOLDERS AGREEMENT OF NEFF CORP.Stockholders Agreement • May 26th, 2006 • Neff Corp • Services-equipment rental & leasing, nec • Delaware
This Stockholders Agreement (“Agreement”) is entered into as of June 3, 2005, by and among Neff Corp., a Delaware corporation (the “Company”), Iron Merger Partnership, a Delaware general partnership (“Iron”), New York Life Capital Partners II, L.P., a Delaware limited partnership (“NY Life Capital Partners”), New York Life Investment Management Mezzanine Partners, LP (“NY Life Mezzanine Partners”), NYLIM Mezzanine Partners Parallel Fund, LP (“NYLIM” and, together with NY Life Capital Partners and NY Life Mezzanine Partners, each individually, a “NY Life Investor” and together the “NY Life Investors”), DLJ Investment Partners II, L.P., DLJ Investment Partners, L.P., DLJIP II Holdings, L.P., TCW/Crescent Mezzanine Partners III, L.P., TCW/Crescent Mezzanine Trust III and TCW/Crescent Mezzanine Partners III Netherlands, L.P. (collectively, the “Mezzanine Investors” and, together with the NY Life Investors, each individually, an “Other Stockholder,” and together, the “Other Stockholders”),
