LIMITED LIABILITY COMPANY AGREEMENT OF GE EQUIPMENT TRANSPORTATION LLC, SERIES 2014-1 (A DELAWARE LIMITED LIABILITY COMPANY) Dated as of June 18, 2014Limited Liability Company Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities • Delaware
LIMITED LIABILITY COMPANY AGREEMENT, dated as of June 18, 2014, adopted by GE Equipment Funding, LLC, as a member (the “Initial Member”).
ADMINISTRATION AGREEMENTAdministration Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities
SERVICING AGREEMENTServicing Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities
RECEIVABLES SALE AGREEMENTReceivables Sale Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities
This RECEIVABLES SALE AGREEMENT (“Agreement” or “Sale Agreement”) is entered into as of June 18, 2014 by and among GENERAL ELECTRIC CAPITAL CORPORATION, a Delaware corporation (“GE Capital” or the “Receivable Seller”), GE CAPITAL TITLE HOLDING CORP., a Delaware corporation, as initial beneficiary of GE TF Trust (the “SUBI Seller” or “GECTHC” and, together with the Receivable Seller, the “Sellers,” and individually, each a “Seller”) and CEF EQUIPMENT HOLDING, L.L.C., a Delaware limited liability company (the “Purchaser”).
RECEIVABLES PURCHASE AND SALE AGREEMENTReceivables Purchase and Sale Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities
This RECEIVABLES PURCHASE AND SALE AGREEMENT (“Agreement” or “Purchase and Sale Agreement”) is entered into as of June 18, 2014, by and between CEF EQUIPMENT HOLDING, L.L.C. (the “Seller”), a Delaware limited liability company and GE EQUIPMENT TRANSPORTATION LLC, SERIES 2014-1, a Delaware limited liability company (the “Purchaser”).
GE Equipment Transportation LLC, Series 2014-1 Issuer and Citibank, N.A., as Indenture TrusteeIndenture • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities • New York
GE EQUIPMENT TRANSPORTATION LLC, SERIES 2014-1 Asset Backed Notes UNDERWRITING AGREEMENTUnderwriting Agreement • June 12th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities • New York
LIMITED REMOVAL AND CLEAN-UP CALL AGREEMENTLimited Removal and Clean-Up Call Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities
SERIES 2014-1 SUBI SUPPLEMENT TO TRUST AGREEMENT between GE CAPITAL TITLE HOLDING CORP., As Settlor and Initial Beneficiary And WILMINGTON TRUST COMPANY, As UTI Trustee, Administrative Trustee and SUBI Trustee Dated as of June 18, 2014Trust Agreement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities
THIS SERIES 2014-1 SUPPLEMENT TO TRUST AGREEMENT (as amended, modified or supplemented from time to time, this “Series 2014-1 SUBI Supplement”) is dated and effective as of June 18, 2014, between GE CAPITAL TITLE HOLDING CORP., a Delaware corporation (“GECTHC”), as settlor (in such capacity, the “Settlor”) and as initial beneficiary (in such capacity, the “Initial Beneficiary”) and Wilmington Trust Company, a Delaware trust company, as UTI trustee (in such capacity, together with any successor or permitted assign, the “UTI Trustee”), as administrative trustee (in such capacity, together with any successor or permitted assign, the “Administrative Trustee”) and as SUBI trustee (in such capacity, together with any successor or permitted assign, the “SUBI Trustee”).
COLLATERAL AGENCY SUPPLEMENTCollateral Agency Supplement • June 19th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities • New York
This Collateral Agency Supplement, dated as of June 18, 2014 (as amended, supplemented or otherwise modified from time to time, this “Collateral Agency Supplement”), to the Amended and Restated Collateral Agency Agreement, dated as of April 30, 2012 (as heretofore amended, restated, supplemented or otherwise modified, the “Collateral Agency Agreement”), is among GE TF Trust (the “Trust”), GE Title Agent, LLC, as collateral agent (in such capacity, the “Collateral Agent”), General Electric Capital Corporation (together with its permitted successors and assigns, “GECC”), all parties which have heretofore executed a supplement thereto as a Secured Party (each, a “Secured Party” and collectively, the “Secured Parties”) and Citibank, N.A., as Indenture Trustee (“New Secured Party”). Terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Collateral Agency Agreement.
COLLATERAL AGENCY SUPPLEMENTCollateral Agency Supplement • June 12th, 2014 • GE Equipment Transportation LLC, Series 2014-1 • Asset-backed securities • New York
This Collateral Agency Supplement, dated as of June 18, 2014 (as amended, supplemented or otherwise modified from time to time, this “Collateral Agency Supplement”), to the Amended and Restated Collateral Agency Agreement, dated as of April 30, 2012 (as heretofore amended, restated, supplemented or otherwise modified, the “Collateral Agency Agreement”), is among GE TF Trust (the “Trust”), GE Title Agent, LLC, as collateral agent (in such capacity, the “Collateral Agent”), General Electric Capital Corporation (together with its permitted successors and assigns, “GECC”), all parties which have heretofore executed a supplement thereto as a Secured Party (each, a “Secured Party” and collectively, the “Secured Parties”) and Citibank, N.A., as Indenture Trustee (“New Secured Party”). Terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Collateral Agency Agreement.
