0001193125-09-037714 Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • February 26th, 2009 • United Rentals Inc /De • Services-equipment rental & leasing, nec • Delaware

THIS INDEMNIFICATION AGREEMENT is entered into as of this February 2, 2009, by and between United Rentals, Inc., a Delaware corporation (the “Company”), and Jonathan M. Gottsegen (“Indemnitee”).

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EMPLOYMENT AGREEMENT
Employment Agreement • February 26th, 2009 • United Rentals Inc /De • Services-equipment rental & leasing, nec • Connecticut

THIS AGREEMENT (this “Agreement”), made and entered into in Greenwich, Connecticut on February 2, 2009, between United Rentals, Inc., a Delaware corporation (the “Company”), and Jonathan M. Gottsegen (“Executive”).

CONFIRMATION OF PERFORMANCE UNDERTAKING December 22, 2008
Performance Undertaking • February 26th, 2009 • United Rentals Inc /De • Services-equipment rental & leasing, nec

Reference is made to (a) the Performance Undertaking (the “Performance Undertaking”), dated as of May 31, 2005, made by United Rentals, Inc. (the “Performance Guarantor”) in favor of United Rentals Receivables LLC II (the “SPV”); and (b) the Purchase and Contribution Agreement (the “Purchase Agreement”), dated as of May 31, 2005, among United Rentals (North America), Inc., United Rentals Northwest, Inc., United Rentals Southeast, L.P., and United Equipment Rentals Gulf, L.P., each as originators, the Performance Guarantor, as collection agent, and the SPV, as buyer.

INCREMENTAL ASSUMPTION AGREEMENT
Incremental Assumption Agreement • February 26th, 2009 • United Rentals Inc /De • Services-equipment rental & leasing, nec • New York

INCREMENTAL ASSUMPTION AGREEMENT among United Rentals, Inc., a Delaware corporation (“Holdings”), United Rentals (North America), Inc., a Delaware corporation (the “Company”), each Subsidiary listed on the signature pages hereto under the caption “U.S. Subsidiary Borrowers” (the “U.S. Subsidiary Borrowers” and, together with the Company, the “U.S. Borrowers”), United Rentals of Canada, Inc., a company formed under the federal laws of Canada (“URC”), United Rentals Alberta Holding, LP (“URA” and, together with URC, the “Canadian Borrowers”), United Rentals Financing Limited Partnership, a Delaware partnership (the “Specified Loan Borrower”, and together with the U.S. Borrowers and the Canadian Borrowers, the “Borrowers”) and the other Subsidiaries listed on the signature pages hereto under the caption “Guarantors” (the “Guarantors”), the banks, financial institutions and other institutional lenders party hereto and Bank of America, N.A., as agent (the “Agent”) for the Lenders.

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