RSC EQUIPMENT RENTAL, INC., as Issuer and RSC HOLDINGS III, LLC as Co-Issuer and the Subsidiary Guarantors, if any, from time to time parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF JANUARY 19, 2011 81/4%...RSC Equipment Rental, Inc. • January 20th, 2011 • Services-equipment rental & leasing, nec • New York
INDENTURE, dated as of January 19, 2011 (as amended, supplemented or otherwise modified from time to time, this “Indenture”), among RSC Equipment Rental, Inc., a corporation organized under the laws of the state of Arizona (“RSC”), and RSC Holdings III, LLC, a limited liability company organized under the laws of the state of Delaware (the “Company” and together with RSC, the “Issuers”), the Subsidiary Guarantors, if any, from time to time parties hereto and Wells Fargo Bank, National Association, a national banking association, as Trustee. RSC is a wholly-owned subsidiary of the Company.
RSC EQUIPMENT RENTAL, INC. RSC HOLDINGS III, LLC REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 20th, 2011 • RSC Equipment Rental, Inc. • Services-equipment rental & leasing, nec • New York
RSC Equipment Rental, Inc., an Arizona corporation, and RSC Holdings III, LLC, a Delaware limited liability company, (together, the “Issuers”), propose to issue and sell to Deutsche Bank Securities Inc., Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Capital Inc., J.P. Morgan Securities LLC, Goldman, Sachs & Co. and SunTrust Robinson Humphrey, Inc. (collectively, the “Purchasers”), upon the terms set forth in the purchase agreement dated as of January 13, 2011 (the “Purchase Agreement”), $650,000,000 aggregate principal amount of their 81/4% Senior Notes Due 2021 (the “Notes”). The Notes will be issued pursuant to the provisions of an Indenture, dated as of January 19, 2011 (as supplemented from time to time, the “Indenture”), between the Issuers and Wells Fargo Bank, National Association, as Trustee (the “Trustee”). Terms used but not defined in this agreement shall have the meanings assigned to them in the Purchase Agreement.
