ContractSubordination Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
THIS INSTRUMENT AND THE RIGHTS AND OBLIGATIONS EVIDENCED HEREBY ARE SUBORDINATE IN THE MANNER AND TO THE EXTENT SET FORTH IN THAT CERTAIN SUBORDINATION AND INTERCREDITOR AGREEMENT DATED AS OF JULY 16, 2010 (THE “SUBORDINATION AGREEMENT”) BY AND AMONG GENERAL FINANCE CORPORATION (THE “COMPANY”), UNION BANK, N.A. (TOGETHER WITH ITS SUCCESSORS AND ASSIGNS, THE “SENIOR LENDER”) AND LAMINAR DIRECT CAPITAL, L.L.C., TO THE INDEBTEDNESS (INCLUDING ACCRUED INTEREST) OWED BY THE COMPANY PURSUANT TO THAT CERTAIN COMMERCIAL CREDIT AGREEMENT DATED AS OF MARCH 28, 2008 BY AND BETWEEN THE COMPANY AND THE SENIOR LENDERS FROM TIME TO TIME PARTY THERETO AND THE OTHER DOCUMENTS RELATED THERETO AS SUCH LOAN AGREEMENT AND OTHER DOCUMENTS HAVE BEEN AMENDED AND MAY BE FURTHER AMENDED, RESTATED, SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME TO TIME AND TO INDEBTEDNESS REFINANCING THE INDEBTEDNESS THEREUNDER AS CONTEMPLATED BY THE SUBORDINATION AGREEMENT; AND EACH HOLDER OF THIS INSTRUMENT, BY ITS ACCEPTANCE HE
GUARANTY AND SURETYSHIP AGREEMENTGuaranty and Suretyship Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
IN CONSIDERATION of credit granted or to be granted by PNC Bank, National Association ("PNC"), and various other financial institutions from time to time (PNC and such other financial institutions are each, a "Lender" and collectively, the "Lenders"), pursuant to that certain Revolving Credit and Security Agreement, dated of even date herewith, by and among Pac-Van, Inc., an Indiana corporation and each other Borrower party thereto (each a "Debtor" and collectively, the "Debtors"), the Guarantors party thereto, the Lenders, Pac-Van Asset Trust, a Delaware statutory trust and PNC, as administrative and collateral agent for the Lenders (in such capacity, the "Agent") (as amended, restated, modified or supplemented from time to time, the "Credit Agreement"), intending to be legally bound hereby, and to induce the Lenders to maintain or extend credit to the Debtors, GFN North America Corp., a Delaware corporation (the "Guarantor"), this 16th day of July, 2010, hereby jointly and severally
SUBORDINATION AND INTERCREDITOR AGREEMENTSubordination and Intercreditor Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec
THIS SUBORDINATION AND INTERCREDITOR AGREEMENT dated July 16, 2010 (this "Agreement") is entered into by and among PAC-VAN, INC., an Indiana corporation ("Pac-Van"), GFN NORTH AMERICA CORP., a Delaware corporation ("GFN") PNC BANK, NATIONAL ASSOCIATION ("PNC"), as Senior Agent (as hereinafter defined) for Senior Lenders under the Senior Credit Agreement (as hereinafter defined), and LAMINAR DIRECT CAPITAL, L.L.C., a Delaware limited liability company, as Subordinated Agent for the Subordinated Lenders under the Subordinated Documents (each as hereinafter defined).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
WHEREAS, pursuant to that certain Revolving Credit and Security Agreement, dated of even date herewith (as may be amended, modified, supplemented or restated from time to time, the "Credit Agreement"), by and among Pac-Van, Inc., an Indiana corporation and the other Borrowers party thereto (each a "Borrower" and collectively, the "Borrowers"), the Guarantors party thereto, the Lenders party thereto, Pac-Van Asset Trust, a Delaware statutory trust and the Agent, the Lenders have agreed to extend credit to the Borrowers;
LIMITED GUARANTYLimited Guaranty • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec
IN CONSIDERATION of credit granted or to be granted by PNC Bank, National Association ("PNC"), and various other financial institutions from time to time (PNC and such other financial institutions are each, a "Lender" and collectively, the "Lenders"), pursuant to that certain Revolving Credit and Security Agreement, dated of even date herewith, by and among Pac-Van, Inc., an Indiana corporation and each other Borrower party thereto (each a "Debtor" and collectively, the "Debtors"), the Guarantors (as defined therein) party thereto, the Lenders, Pac-Van Asset Trust, a Delaware statutory trust and PNC, as administrative and collateral agent for the Lenders (in such capacity, the "Agent") (as amended, restated, modified or supplemented from time to time, the "Credit Agreement"), intending to be legally bound hereby, and to induce the Lenders to maintain or extend credit to the Debtors, Ronald F. Valenta ("RFV") and Lydia D. Valenta ("LDV"), husband and wife (RFV and LDV are each, an "Indi
REVOLVING CREDIT AND SECURITY AGREEMENT PNC BANK, NATIONAL ASSOCIATION (AS LENDER AND AS ADMINISTRATIVE AND COLLATERAL AGENT) AND WELLS FARGO BANK, NATIONAL ASSOCIATION (LENDER AND AS SYNDICATION AGENT) AND SUCH OTHER LENDERS WHICH ARE NOW OR...Security Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
Revolving Credit and Security Agreement dated July 16, 2010, among Pac-Van, Inc., an Indiana corporation ("Pac-Van") and the other Borrowers (as hereinafter defined), the Guarantors (as hereinafter defined), the financial institutions which are now or which hereafter become a party hereto (collectively, the "Lenders" and individually a Lender"), Pac-Van Asset Trust, a Delaware statutory trust formed under the Delaware Statutory Trust Act (the "Trust") and PNC Bank, National Association ("PNC"), as administrative and collateral agent for the Lenders (PNC, in such capacity, the "Agent").
SUBORDINATION AGREEMENTSubordination Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
This Subordination Agreement, dated the 16th day of July, 2010, by and among Laminar Direct Capital, L.L.C., a Delaware limited liability company, in its capacity as administrative agent for the Junior Lenders (as defined below) (in such capacity, the "Junior Creditor"), Pac-Van, Inc., an Indiana corporation ("Pac-Van"), GFN North America Corp., a Delaware corporation ("GFN") (Pac-Van and GFN are each an "Obligor" and collectively, the "Obligors"), and PNC Bank, National Association ("PNC"), as administrative and collateral agent for the Senior Lenders (as defined below) (in such capacity, the "Agent") ("Subordination Agreement").
PLEDGE AGREEMENTPledge Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
Pledge Agreement (the "Pledge Agreement"), dated the 16th day of July, 2010, is made by GFN North America Corp., a Delaware corporation (the "Pledgor"), in favor of PNC Bank, National Association ("PNC"), as administrative and collateral agent for the Lenders (as hereinafter defined) (in such capacity, the "Agent").
PATENT, TRADEMARK AND COPYRIGHT SECURITY AGREEMENTPatent, Trademark and Copyright Security Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
Patent, Trademark and Copyright Security Agreement, executed the 12th day of July, 2010, to be effective as of July 16, 2010 (the "Effective Date"), made by Pac-Van, Inc., an Indiana corporation ("Pac-Van") and GFN North America Corp., a Delaware corporation ("GFN") (Pac-Van and GFN are each a "Grantor" and collectively, the "Grantors"), for the benefit of PNC Bank, National Association, as administrative and collateral agent for the Lenders (as defined in the Credit Agreement (as hereinafter defined)) (in such capacity, the "Agent") (this "Security Agreement").
MASTER RESTRUCTURE AND DEBT EXCHANGE AGREEMENTMaster Restructure and Debt Exchange Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
This MASTER RESTRUCTURE AND DEBT EXCHANGE AGREEMENT (this “Agreement”) is entered into as of July 16, 2010 among PAC-VAN, INC., an Indiana corporation (the “Borrower”), GFN NORTH AMERICA CORP., a Delaware corporation ( “GFN”), the other guarantors identified on the signature pages hereto (together with GFN, the “Guarantors” and, together with the Borrower, the “Loan Parties”), SPV CAPITAL FUNDING, L.L.C., a Delaware limited liability company (“SPV”), as Lender, and LAMINAR DIRECT CAPITAL, L.L.C., a Delaware limited liability company (“Laminar”) (as successor to LAMINAR DIRECT CAPITAL L.P.), as Agent. All capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Existing Investment Agreement (as defined below).
INVESTMENT AGREEMENT dated as of July 16, 2010 by and among GENERAL FINANCE CORPORATION, as the Borrower, and LAMINAR DIRECT CAPITAL, L.L.C., as Administrative Agent, and THE OTHER LENDERS PARTY HERETO $15,000,000 Senior Subordinated Notes due July...Investment Agreement • July 22nd, 2010 • General Finance CORP • Retail-retail stores, nec • New York
THIS INVESTMENT AGREEMENT (this "Agreement") is made and entered into as of July 16, 2010 among GENERAL FINANCE CORPORATION, a Delaware corporation (the "Borrower"), LAMINAR DIRECT CAPITAL, L.L.C., a Delaware limited liability company, as administrative agent (acting in such capacity, the "Administrative Agent") and the other lenders from time to time party hereto (collectively, the "Lenders" and each individually, a "Lender").
