CAL FUNDING I LIMITED Issuer and WELLS FARGO BANK, NATIONAL ASSOCIATION Indenture Trustee INDENTURE Dated as of September 9, 2011Intercreditor Collateral Agreement • September 14th, 2011 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York
This Indenture, dated as of September 9, 2011 (as amended or supplemented from time to time as permitted hereby, the “Indenture”), between CAL Funding I Limited, an exempted company with limited liability incorporated and existing under the laws of Bermuda (the “Issuer”), and Wells Fargo Bank, National Association, a national banking association, as Indenture Trustee (the “Indenture Trustee”).
PERFORMANCE GUARANTYPerformance Guaranty • September 14th, 2011 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York
This PERFORMANCE GUARANTY, dated as of September 9, 2011 (this “Performance Guaranty”), is made by CAI International, Inc., a corporation organized and existing under the laws of the State of Delaware (together with its successors and assigns, the “Company”), for the benefit of Wells Fargo Bank, National Association, as indenture trustee (together with its successors and assigns in such capacity, the “Indenture Trustee”) under the Indenture, dated as of September 9, 2011 (as amended, modified or supplemented from time to time in accordance with its terms, the “Indenture”) between CAL Funding I Limited, an exempted company with limited liability incorporated under the laws of Bermuda (together with its successors and permitted assigns, the “Issuer”), and the Indenture Trustee.
CONTRIBUTION AND SALE AGREEMENT CONTAINER APPLICATIONS LIMITED and CAL FUNDING I LIMITED Dated as of September 9, 2011Contribution and Sale Agreement • September 14th, 2011 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York
THIS CONTRIBUTION AND SALE AGREEMENT, dated as of September 9, 2011 (as amended, modified or supplemented from time to time in accordance with its terms, this “Agreement”), is entered into between CONTAINER APPLICATIONS LIMITED, an international business company incorporated and licensed under the laws of Barbados (“CAL” or the “Seller”) with its principal place of business located at Suite 102, Bush Hill, Bay Street, St. Michael, Barbados, West Indies and CAL FUNDING I LIMITED, an exempted company with limited liability incorporated and existing under the laws of Bermuda (the “Company” or the “Issuer”) with its principal place of business located at Clarendon House, 2 Church Street, Hamilton HM 11 Bermuda.
ContractCAI International, Inc. • September 14th, 2011 • Services-equipment rental & leasing, nec
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF ANY OTHER JURISDICTION. THIS NOTE MAY NOT BE OFFERED FOR SALE, TRANSFER OR ASSIGNMENT UNLESS (1) SO REGISTERED OR THE TRANSACTION RELATING THERETO SHALL BE EXEMPT WITHIN THE MEANING OF SUCH ACT AND THE RULES AND REGULATIONS OF THE SECURITIES AND EXCHANGE COMMISSION ADOPTED THEREUNDER AND (2) SUCH TRANSACTION COMPLIES WITH THE PROVISIONS SET FORTH IN SECTION 205 OF THE INDENTURE. BECAUSE OF THE PROVISIONS FOR THE PAYMENT OF PRINCIPAL CONTAINED HEREIN, THE OUTSTANDING PRINCIPAL AMOUNT OF THIS NOTE MAY BE LESS THAN THE AMOUNT SHOWN ON THE FACE HEREOF. ANYONE PURCHASING THIS NOTE MAY ASCERTAIN THE OUTSTANDING PRINCIPAL AMOUNT HEREOF BY INQUIRY TO THE INDENTURE TRUSTEE.
CONTAINER MANAGEMENT SERVICES AGREEMENT PREAMBLEContainer Management Services Agreement • September 14th, 2011 • CAI International, Inc. • Services-equipment rental & leasing, nec • California
This Container Management Services Agreement (hereinafter referred to as the “Agreement”) is made as of this 9th day of September, 2011 (the “Effective Date”) by and between CAL Funding I Limited (hereinafter referred to as “Issuer”), an exempted company with limited liability incorporated and existing under the law of Bermuda with principal offices located at Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda, Container Applications Limited, an international business company organized under the laws of Barbados, whose principal place of business is at Suite 102, Bush Hill, Bay Street, St. Michael, Barbados, West Indies (hereinafter referred to as “Manager”), and CAI International, Inc, a company incorporated under the laws of Delaware, USA, whose principal office is located at Steuart Tower, 1 Market Plaza, Suite 900, San Francisco, CA 94105, USA, (“Sub-Manager”). Issuer, Manager and Sub-Manager shall hereinafter be referred to individually as a “Party” and jointly as the “Part
SERIES 2011-1 NOTE PURCHASE AGREEMENT Dated as of September 9, 2011 Among CAL FUNDING I LIMITED as Issuer CONTAINER APPLICATIONS LIMITED as Seller and Manager THE PERSONS NAMED HEREIN as Purchasers THE PERSONS NAMED HEREIN as CP Purchasers THE PERSONS...Series 2011-1 Note Purchase Agreement • September 14th, 2011 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York
I, _______________________________, _______________ of CAL Funding I Limited (the “Issuer”), hereby certify that, with respect to that certain Series 2011-1 Note Purchase Agreement, dated as of September 9, 2011 (the “Note Purchase Agreement”; all defined terms in the Note Purchase Agreement are incorporated herein by reference):
