0001144204-06-021225 Sample Contracts

WARRANT AGREEMENT
Warrant Agreement • May 17th, 2006 • General Finance CORP • Blank checks • New York

This Warrant Agreement (this “Agreement”) is made and entered into as of April 5, 2006 between General Finance Corporation, a Delaware corporation, with offices at 260 S. Los Robles, Suite 217, Pasadena, California 91101 (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at 17 Battery Place, New York, New York 10004 (“Warrant Agent”).

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INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • May 17th, 2006 • General Finance CORP • Blank checks • New York

This Agreement (this “Agreement”) is made as of April 5, 2006 by and between General Finance Corporation (the “Company”) and Continental Stock Transfer & Trust Company (the “Trustee”).

April 5, 2006 Morgan Joseph & Co. Inc.
General Finance CORP • May 17th, 2006 • Blank checks
STOCK ESCROW AGREEMENT
Stock Escrow Agreement • May 17th, 2006 • General Finance CORP • Blank checks • New York

This Stock Escrow Agreement (this “Agreement”) is made and entered into as of April 5, 2006, by and among Continental Stock Transfer and Trust Company, a New York corporation (“Escrow Agent”), General Finance Corporation, a Delaware corporation (the “Company”), and the undersigned stockholders (each, a “Stockholder” and collectively, the “Stockholders”) of the Company, with reference to the following facts:

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