Common use of Permitted Securitization Clause in Contracts

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity solely for the purpose of purchasing, financing or refinancing of assets of CAI and any of its Subsidiaries, provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any of its respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of its respective Subsidiaries is required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of its respective Subsidiaries has any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more favorable (in the aggregate) to CAI and its respective Subsidiaries than those that might be obtained at the time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the Borrowers, and (v) none of CAI or any of its respective Subsidiaries has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has as an equipment manager of Containers with respect to such Securitization Entity.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity after the Restatement Date solely for the purpose of purchasing, purchasing or financing or refinancing of assets of CAI and or any of its SubsidiariesSubsidiaries (including the Borrower), provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any and all of its respective Subsidiaries (other than such the Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of and its respective Subsidiaries is (including the Borrower) are not required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of and its respective Subsidiaries has do not have any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more no less favorable (in the aggregate) to CAI and its respective Subsidiaries such Person (as determined in good faith by such Person’s Chief Financial Officer) than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersCAI, and (v) none of CAI or any of and its respective Subsidiaries has any (including the Borrower) have no obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has such Person as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority. Platform. See §8.4.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity solely for the purpose of purchasing, financing or refinancing of assets of CAI and any of its Subsidiaries, provided that (i) any Indebtedness incurred in connection with such facility is non-recourse non‑recourse to CAI or any all of its respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of its respective Subsidiaries is are required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of its respective Subsidiaries has have any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more favorable (in the aggregate) to CAI and its respective Subsidiaries than those that might be obtained at the time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersBorrower, and (v) none of CAI or any of its respective Subsidiaries has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has Subsidiaries, as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority. Plan. Any employee benefit plan within the meaning of Section 3(3) of ERISA (including a Pension Plan), maintained for employees of the Borrower or any ERISA Affiliate or any such Plan to which the Borrower or any ERISA Affiliate is required to contribute on behalf of any of its employees. Platform. See §8.4.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity solely for the purpose of purchasing, financing or refinancing of assets of CAI and any of its SubsidiariesSubsidiaries (including the Borrower), provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any of its respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of its respective Subsidiaries (including the Borrower) is required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of its respective Subsidiaries has any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more favorable (in the aggregate) to CAI and its respective Subsidiaries than those that might be obtained at the time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersBorrower, and (v) none of CAI or any of its respective Subsidiaries (including the Borrower) has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority. Plan. Any employee benefit plan within the meaning of Section 3(3) of ERISA (including a Pension Plan), maintained for employees of the Borrower or any ERISA Affiliate or any such Plan to which the Borrower or any ERISA Affiliate is required to contribute on behalf of any of its employees. Platform. See §8.4.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity after the Closing Date solely for the purpose of purchasing, purchasing or financing or refinancing of assets of CAI and or any of its SubsidiariesSubsidiaries (including the Borrower), provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any and all of its respective Subsidiaries (other than such the Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of and its respective Subsidiaries is (including the Borrower) are not required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of and its respective Subsidiaries has do not have any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more no less favorable (in the aggregate) to CAI and its respective Subsidiaries such Person (as determined in good faith by such Person’s Chief Financial Officer) than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersCAI, and (v) none of CAI or any of and its respective Subsidiaries has any (including the Borrower) have no obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has such Person as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity after the Closing Date solely for the purpose of purchasing, purchasing or financing or refinancing of assets of the Borrower, CAI and any of its their respective Subsidiaries, provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to the Borrower, CAI or any of its their respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of the Borrower, CAI or any of its their respective Subsidiaries is are required to make additional Investments in such Securitization Entity, (iv) none of the Borrower, CAI or any of its their respective Subsidiaries has have any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more no less favorable (in the aggregateto any material extent) to the Borrower, CAI and its or any of their respective Subsidiaries than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersBorrower, and (v) none of the Borrower, CAI or any of its their respective Subsidiaries has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of Borrower, CAI or any of its their respective Subsidiaries has Subsidiaries, as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority. Platform. See § 8.4.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity after the Restatement Date solely for the purpose of purchasing, purchasing or financing or refinancing of assets of the Borrower, CAI and any of its their respective Subsidiaries, provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to the Borrower, CAI or any of its their respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of the Borrower, CAI or any of its their respective Subsidiaries is are required to make additional Investments in such Securitization Entity, (iv) none of the Borrower, CAI or any of its their respective Subsidiaries has have any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more no less favorable (in the aggregate) to the Borrower, CAI and its or any of their respective Subsidiaries than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersBorrower, and (v) none of the Borrower, CAI or any of its their respective Subsidiaries has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of Borrower, CAI or any of its their respective Subsidiaries has Subsidiaries, as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority.

Permitted Securitization. Any secured lending facility entered into by a an Additional Securitization Entity solely for the purpose of purchasing, purchasing or financing or refinancing of assets of CAI and any of the Borrower and/or its Subsidiaries, provided that (ia) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any of the Borrower, its respective other Restricted Subsidiaries (other than such Securitization Entity) and their respective assets, (iib) such Additional Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iiic) such facility has an initial term of not less than seven (7) years, (d) such facility provides for an initial advance rate of not less than seventy-five percent (75%) of the Net Book Value of the Containers and Generators determined as of the Closing Date, (e) other than the initial Investment in such Securitization Entityfacility, none of CAI or neither the Borrower nor any of its respective other Restricted Subsidiaries is required to make additional Investments in connection with such Securitization Entityfacility, (ivf) none of CAI or neither the Borrower nor any of its respective other Restricted Subsidiaries has any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable no less favorable to the Borrower or more favorable such Restricted Subsidiary (in as the aggregatecase may be) to CAI and its respective Subsidiaries than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersBorrower, and (vg) none of CAI or neither the Borrower nor any of its respective Restricted Subsidiaries (other than such Additional Securitization Entity) has any obligation to maintain such Additional Securitization Entity’s financial condition or cause such Additional Securitization Entity to achieve certain levels of operating results (other than any obligation incidental capital costs relating to Containers, Generators, Chassis and Refrigeration Units then owned by such entity and incurred in the ordinary course of CAI or any of business) and (h) the Borrower and its respective Subsidiaries has as an equipment manager of Containers with respect are in compliance on a pro forma basis after giving effect to such Securitization Entitysecuritization transaction with § 10.1, recomputed as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements are available, as if such securitization transaction had occurred on the first day of each relevant period for testing such compliance.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity solely for the purpose of purchasing, purchasing or financing or refinancing of assets of CAI and any of its Subsidiaries, provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any of its respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of its respective Subsidiaries is required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of its respective Subsidiaries has any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more favorable (in the aggregate) to CAI and its respective Subsidiaries than those that might be obtained at the time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the Borrowers, and (v) none of CAI or any of its respective Subsidiaries has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has as an equipment manager of Containers with respect to such Securitization Entity. Person. Any individual, corporation, limited liability company, limited liability partnership, trust, other unincorporated association, business, or other legal entity, and any Governmental Authority. Platform. See §8.4. Public Lender. See §8.4.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity after the Third Amendment Effective Date solely for the purpose of purchasing, purchasing or financing or refinancing of assets of CAI and any of its Subsidiaries, provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any of its respective Subsidiaries (other than such Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of its respective Subsidiaries is required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of its respective Subsidiaries has any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more no less favorable (in the aggregateto any material extent) to CAI and or any of its respective Subsidiaries than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the Borrowers, and (v) none of CAI or any of its respective Subsidiaries has any obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has as an equipment manager of Containers with respect to such Securitization Entity.

Permitted Securitization. Any secured lending facility entered into by a Securitization Entity after the Restatement Date solely for the purpose of purchasing, purchasing or financing or refinancing of assets of CAI and or any of its SubsidiariesSubsidiaries (including the Borrower), provided that (i) any Indebtedness incurred in connection with such facility is non-recourse to CAI or any and all of its respective Subsidiaries (other than such the Securitization Entity) and their respective assets, (ii) such Securitization Entity engages in no business and incurs no Indebtedness or other liabilities or obligations other than those related to or incidental to such facility, (iii) other than the initial Investment in such Securitization Entity, none of CAI or any of and its respective Subsidiaries is (including the Borrower) are not required to make additional Investments in such Securitization Entity, (iv) none of CAI or any of and its respective Subsidiaries has do not have any material contract, agreement, arrangement or understanding with such Securitization Entity other than on terms comparable or more no less favorable (in the aggregate) to CAI and its respective Subsidiaries such Person (as determined in good faith by such Person’s Chief Financial Officer) than those that might be obtained at the that time such contract, agreement, arrangement or understanding is entered into from Persons that are not Affiliates of the BorrowersCAI, and (v) none of CAI or any of and its respective Subsidiaries has any (including the Borrower) have no obligation to maintain such Securitization Entity’s financial condition or cause such Securitization Entity to achieve certain levels of operating results other than any obligation of CAI or any of its respective Subsidiaries has such Person as an equipment manager of Containers with respect to such Securitization Entity.