Avis 2006 Annual Report Download - page 175

Section 6.19 Termination of Supplement . This Supplement shall cease to be of further effect when all outstanding Series 2005-2
Notes theretofore authenticated and issued have been delivered (other than destroyed, lost, or stolen Series 2005
-2 Notes which have been
replaced or paid) to the Trustee for cancellation, CRCF has paid all sums payable hereunder, the Surety Provider has been paid all Surety
Provider Fees and all other Surety Provider Reimbursement Amounts due under the Insurance Agreement, the Series 2005-2 Interest Rate
Swaps have been terminated and there are no amounts due and owing thereunder and, if the Series 2005-2 Demand Note Payment Amount on
the Series 2005-2 Letter of Credit Termination Date was greater than zero, all amounts have been withdrawn from the Series 2005-2 Cash
Collateral Account in accordance with Section 2.8(i).
Section 6.20 Condition to Termination of CRCF’s Obligations . Notwithstanding anything to the contrary in Section 11.1 of the
Base Indenture, so long as this Supplement is in effect, CRCF may not terminate its obligations under the Indenture unless CRCF shall have
delivered to the Surety Provider and each Series 2005-2 Interest Rate Swap Counterparty an Opinion of Counsel, in form and substance
acceptable to the Surety Provider and each Series 2005-2 Interest Rate Swap Counterparty, to the effect that, in the event of a bankruptcy
proceeding under the Bankruptcy Code in respect of CRCF, the Lessor or any Lessee, the bankruptcy court would not avoid any amounts
distributed to the Series 2005-2 Noteholders, the Surety Provider or any Series 2005-2 Interest Rate Swap Counterparty in connection with
such termination.
Section 6.21 Confidential Information . (a) The Trustee and each Series 2005-2 Note Owner agrees, by its acceptance and holding
of a beneficial interest in a Series 2005-2 Note, to maintain the confidentiality of all Confidential Information in accordance with procedures
adopted by the Trustee or such Series 2005-2 Note Owner in good faith to protect confidential information of third parties delivered to such
Person; provided , that such Person may deliver or disclose Confidential Information to: (i) such Person’s directors, trustees, officers,
employees, agents, attorneys, independent or internal auditors and affiliates who agree to hold confidential the Confidential Information
substantially in accordance with the terms of this Section 6.21; (ii) such Person’s financial advisors and other professional advisors who agree
to hold confidential the Confidential Information substantially in accordance with the terms of this Section 6.21; (iii) any other Series 2005-2
Note Owner; (iv) any Person of the type that would be, to such Person
’s knowledge, permitted to acquire an interest in the Series 2005-2 Notes
in accordance with the requirements of the Indenture to which such Person sells or offers to sell any such Series 2005-2 Note or any part
thereof and that agrees to hold confidential the Confidential Information substantially in accordance with this Section 6.21 (or in accordance
with such other confidentiality procedures as are acceptable to CRCF); (v) any federal or state or other regulatory, governmental or judicial
authority having jurisdiction over such Person; (vi) the National Association of Insurance Commissioners or any similar organization, or any
nationally recognized rating agency that requires access to information about the investment portfolio of such Person, (vii) any reinsurers or
liquidity or credit providers that agree to hold confidential the Confidential Information substantially in accordance with this Section 6.21 (or in
accordance with such other confidentiality procedures as are acceptable to CRCF); (viii) any other Person with the consent of CRCF; or
(ix) any other Person to which such delivery or disclosure may be necessary or appropriate (A) to effect compliance with any law, rule,
regulation, statute or order applicable to such Person, (B) in response to any subpoena or other legal process upon prior
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