Essex Rental Corp. Watch

from 8-K 15 pages Fifth Forbearance Agreement

from 8-K 11 pages Fourth Forbearance Agreement

from 10-Q 8 pages Amendment to Third Forbearance Agreement

from 8-K 11 pages Employment Agreement

from 8-K 11 pages Employment Agreement

from 8-K 10 pages Third Forbearance Agreement

from 8-K 8 pages Amendment to Second Forbearance Agreement

from 8-K 9 pages Second Forbearance Agreement

from 8-K 8 pages Forbearance Agreement

from 8-K 3 pages Essex Hereby Requests That Each Holder Waive the Mandatory Prepayment Required Pursuant to Section 5 of Each Note to the Extent That the Amendment Constitutes a Senior Debt Refinancing; Provided, However, That the Waiver Requested Hereby of Each Holder Shall Only Be Effective Upon Receipt by Such Holder of the Prepayment Amount Specified on Annex a Hereto Opposite Such Holder's Name Plus Interest Accrued Thereon Through the Date of Payment. This Waiver Shall Be Limited to a Senior Debt Refinancing Resulting From the Amendment, and This Waiver Shall Not Be Deemed a Waiver of the Required Prepayment Provisions of Section 5 of the Notes With Respect to Any Other Senior Debt Refinancing. Very Truly Yours, Essex Rental Corp. By: /S/ Kory M. Glen Name: Kory M. Glen Title: Chief Financial Officer This Waiver Requested by This Letter Is Granted Subject to the Terms Hereof

from 10-K 7 pages Amended and Restated Promissory Note

from 8-K 1 page Severance Agreement

from 8-K 7 pages Employment Separation Agreement and Release

from 8-K 8 pages Employment Separation Agreement and Release

from 8-K 1 page Severance Agreement

from 10-Q 12 pages Capital Call Agreement

from 10-K 14 pages Registration Rights Agreement

from 10-K 9 pages Promissory Note

from 10-K 10 pages Agreement

from 10-K 16 pages Registration Rights Agreement