MASTER INDENTURE dated as of November 19, 2020 by and between TRINITY RAIL LEASING 2020 LLC, a Delaware limited liability company, as the Issuer, and a national banking association, as Indenture TrusteeMaster Indenture • February 24th, 2021 • Trinity Industries Inc • Railroad equipment
This MASTER INDENTURE, dated as of November 19, 2020 (as modified, amended or supplemented from time to time by Indenture Supplements, this “Master Indenture”) between TRINITY RAIL LEASING 2020 LLC, a Delaware limited liability company, as the issuer of the Notes hereunder (the “Issuer”), and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as indenture trustee for the Notes hereunder (the “Indenture Trustee”).
PURCHASE AND CONTRIBUTION AGREEMENT by and among TRINITY RAIL LEASING WAREHOUSE TRUST, TRINITY INDUSTRIES LEASING COMPANY, TRIHC 2018 LLC and TRINITY RAIL LEASING 2020 LLC Dated as of November 19, 2020Purchase and Contribution Agreement • February 24th, 2021 • Trinity Industries Inc • Railroad equipment
THIS PURCHASE AND CONTRIBUTION AGREEMENT is made as of November 19, 2020 (this “Agreement”) by and among TRINITY RAIL LEASING WAREHOUSE TRUST, a Delaware statutory trust (“TRLWT” or the “TRLWT Seller”), TRINITY INDUSTRIES LEASING COMPANY, a Delaware corporation (“TILC” or the “TILC Seller”), TRIHC 2018 LLC, a Delaware limited liability company (“TRIHC” or the “TRIHC Seller”; TRLWT, TILC and TRIHC are sometimes hereinafter collectively referred to as the “Sellers” or individually as a “Seller”) and TRINITY RAIL LEASING 2020 LLC, a Delaware limited liability company (the “Purchaser”).
EQUIPMENT NOTE PURCHASE AGREEMENTEquipment Note Purchase Agreement • February 24th, 2021 • Trinity Industries Inc • Railroad equipment • New York
Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, NY 10010 BofA Securities, Inc.One Bryant Park, 11th FloorNew York, NY 10036 Credit Agricole Securities (USA) Inc. 1301 Avenue of the Americas New York, NY 10019 Wells Fargo Securities LLC 550 S. Tryon Street Charlotte, NC 28202
SERIES 2020-1 SUPPLEMENT Trinity Rail Leasing 2018 LLC, as Issuer, and WILMINGTON TRUST COMPANY, as Indenture Trustee dated as of October 19, 2020 SERIES 2020-1 NOTESTrinity Industries Inc • February 24th, 2021 • Railroad equipment • New York
Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE 2 THE SERIES 2020-1 NOTES 3 Section 2.01 Designation of Series; Series 2020-1 Notes 3 Section 2.02 Grant of Security Interest in 2020-1 Series Account 4 Section 2.03 Authentication and Delivery 4 Section 2.04 Interest Payments on the Series 2020-1 Notes 5 Section 2.05 Principal Payments on the Series 2020-1 Notes 5 Section 2.06 Prepayment of Principal on the Series 2020-1 Notes 5 Section 2.07 Manner of Payment 7 Section 2.08 Restrictions on Transfer 7 Section 2.09 Final Maturity Date 8 ARTICLE 3 2020-1 SERIES ACCOUNT 8 Section 3.01 2020-1 Series Account 8 Section 3.02 Distributions from 2020-1 Series Account 8 Section 3.03 Liquidity Reserve Target Amount 8 ARTICLE 4 CONDITIONS TO ISSUANCE 8 Section 4.01 Conditions to Issuance 8 ARTICLE 5 REPRESENTATIONS AND WARRANTIES 9 Section 5.01 Master Indenture Representations and Warranties 9 ARTICLE 6 MISCELLANEOUS PROVISIONS 9 Section 6.01 Ratification of Master Indenture 9 Section
SERIES 2020-2 SUPPLEMENT TRINITY RAIL LEASING 2020 LLC, as Issuer, and as Indenture Trustee dated as of November 19, 2020 SERIES 2020-2 NOTESTrinity Industries Inc • February 24th, 2021 • Railroad equipment • New York
Page ARTICLE 1 DEFINITIONS 1 Section 1.01 Definitions 1 ARTICLE 2 THE SERIES 2020-2 NOTES 4 Section 2.01 Designation of Series; Series 2020-2 Notes 4 Section 2.02 Grant of Security Interest in 2020-2 Series Account 6 Section 2.03 Authentication and Delivery 6 Section 2.04 Interest Payments on the Series 2020-2 Notes 6 Section 2.05 Principal Payments on the Series 2020-2 Notes 7 Section 2.06 Prepayment of Principal on the Series 2020-2 Notes 8 Section 2.07 Manner of Payment 11 Section 2.08 Restrictions on Transfer 12 Section 2.09 Final Maturity Date 12 ARTICLE 3 2020-2 SERIES ACCOUNT 12 Section 3.01 2020-2 Series Account 12 Section 3.02 Distributions from 2020-2 Series Account 12 Section 3.03 Liquidity Reserve Target Amount 12 ARTICLE 4 CONDITIONS TO ISSUANCE 12 Section 4.01 Conditions to Issuance 12 ARTICLE 5 REPRESENTATIONS AND WARRANTIES 13 Section 5.01 Master Indenture Representations and Warranties 13 ARTICLE 6 MISCELLANEOUS PROVISIONS 13 Section 6.01 Ratification of Master Indentu
