0001140361-12-039241 Sample Contracts

THIRD AMENDMENT TO THE TERM LOAN AGREEMENT
The Term Loan Agreement • September 4th, 2012 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York

This THIRD AMENDMENT TO THE TERM LOAN AGREEMENT (this “Amendment”), dated as of August 31, 2012, is by and among CONTAINER APPLICATIONS LIMITED, a corporation organized under the laws of Barbados having its principal place of business at Suite 102, Bush Hill, Bay Street, St. Michael, Barbados, West Indies (“CAL” or the “Borrower”), CAI INTERNATIONAL, INC., a Delaware corporation having its principal place of business at Steuart Tower, 1 Market Plaza, Suite 900, San Francisco, CA 94105 (“CAI”) and the other Guarantors listed on the signature pages hereto (each a “Guarantor” and collectively, the “Guarantors”), the lending institutions from time to time listed on the signature pages hereto (the “Lenders”), ING BANK N.V., as administrative agent for itself and the other Lenders (in such capacity, the “Administrative Agent”), and ING BANK N.V., acting as Mandated Lead Arranger and Physical Bookrunner). Capitalized terms used herein without definition shall have the respective meanings prov

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AMENDMENT NO. 5 to that certain SECOND AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • September 4th, 2012 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York

This AMENDMENT NO. 5 (this “Amendment”), dated as of August 30, 2012, is by and among CAI INTERNATIONAL, INC., a Delaware corporation (“CAI”), CONTAINER APPLICATIONS LIMITED, a corporation organized under the laws of Barbados (“CAL” and, together with CAI, the “Borrowers”, and each, individually, a “Borrower”), the Guarantors listed on the signature pages hereto (each a “Guarantor” and collectively, the “Guarantors”), BANK OF AMERICA, N.A., (“Bank of America”) and the other lending institutions from time to time party to the Credit Agreement referred to below (collectively, the “Lenders”), Bank of America, as administrative agent for itself and the other Lenders (in such capacity, the “Administrative Agent”), and UNION BANK, N.A., as documentation agent for itself and the other Lenders (in such capacity, the “Documentation Agent”). Capitalized terms used herein without definition shall have the respective meanings provided therefor in the Credit Agreement referred to below.

FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT
Revolving Credit Agreement • September 4th, 2012 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York

This FIRST AMENDMENT TO REVOLVING CREDIT AGREEMENT (this “Amendment”), dated as of August 31, 2012 (the “First Amendment Effective Date”), is by and among CAI RAIL INC., a Delaware corporation having its principal place of business at Steuart Tower, 1 Market Plaza, Suite 900, San Francisco, CA 94105 (the “Borrower”), CAI INTERNATIONAL, INC., a Delaware corporation and successor by merger to Container Applications International, Inc., a Nevada corporation, having its principal place of business at Steuart Tower, 1 Market Plaza, Suite 900, San Francisco, CA 94105 (“CAI” or the “Guarantor”), the lending institutions from time to time listed on Schedule 1 hereto (the “Lenders”), UNION BANK, N.A., as administrative agent for itself and the other Lenders (in such capacity, the “Administrative Agent”), and acting as a joint lead arranger and as sole bookrunner, U.S. BANK, NATIONAL ASSOCIATION, as syndication agent for itself and the other Lenders (in such capacity, the “Syndication Agent”) an

FIRST AMENDMENT TO TERM LOAN AGREEMENT
Term Loan Agreement • September 4th, 2012 • CAI International, Inc. • Services-equipment rental & leasing, nec • New York

This FIRST AMENDMENT TO TERM LOAN AGREEMENT (this “Amendment”), dated as of August 31, 2012 (the “First Amendment Effective Date”), is by and among CONTAINER APPLICATIONS LIMITED, an international business company organized under the laws of Barbados having its principal place of business at Suite 102, Bush Hill, Bay Street, St. Michael, Barbados, West Indies (the “Borrower”), CAI INTERNATIONAL, INC., a Delaware corporation and successor by merger to Container Applications International, Inc., a Nevada corporation, having its principal place of business at Steuart Tower, 1 Market Plaza, Suite 900, San Francisco, CA 94105 (“CAI” or the “Guarantor”), the lending institutions from time to time listed on Schedule 1 hereto (the “Lenders”), SUNTRUST BANK, a Georgia state-chartered member of the Federal Reserve System having its principal place of business at 3333 Peachtree Road, Atlanta, Georgia 30326, as administrative agent for itself and the other Lenders (in such capacity, the “Administr

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