Avis 2006 Annual Report Download - page 191

SECTION 4.5. Carrying Charges . AESOP Leasing agrees to pay to the Lender on each Payment Date an amount equal to the
product of (A) the applicable Loan Agreement’s Share as of such Payment Date and (B) all accrued and unpaid Carrying Charges that are
accrued and unpaid as of each such Payment Date.
SECTION 5. REPAYMENT OF LOAN PRINCIPAL AMOUNT.
SECTION 5.1. Mandatory Repayment of Monthly Loan Principal Amount of Loans
. On each Payment Date, AESOP Leasing shall
pay to the Lender, as a repayment of the Loan Principal Amount, an amount equal to the product of (A) the applicable Loan Payment
Allocation Percentage as of the beginning of the Related Month and (B) an amount equal to, without duplication, (i) the accrued Depreciation
Charges for the Related Month for all Vehicles (a) leased under the Finance Lease as of the end of the Related Month and/or (b) described in
clause (iii) or (iv) of this Section 5.1 , plus (ii) all upfront incentive payments paid by Manufacturers during the Related Month in respect of
purchases of Non-Program Vehicles leased under the Finance Lease, plus (iii) the aggregate Termination Values (each as of the date on which
such Vehicle becomes an Ineligible Vehicle, a Casualty or is sold, as applicable) of all the Vehicles leased under the Finance Lease at any time
during such Related Month that, without double counting, while so leased either became Ineligible Vehicles, suffered a Casualty or were sold
by or on behalf of AESOP Leasing (including those Vehicles sold by the Intermediary under the terms of the Master Exchange Agreement) to
any Person other than to a Manufacturer pursuant to a Manufacturer Program or to a third party pursuant to an auction conducted through a
Guaranteed Depreciation Program, in each case, during the Related Month, plus (iv) the aggregate Termination Values, each as of the
applicable Turnback Date, of all Program Vehicles leased under the Finance Lease that while so leased were returned to a Manufacturer by
AESOP Leasing or the Intermediary pursuant to a Manufacturer Program and with respect to which either (x) the Repurchase Price payable by
such Manufacturer and/or the related auction dealers has been deposited in the Collection Account or a Joint Collection Account during the
Related Month or (y) a Manufacturer Event of Default has occurred, minus (v) an amount equal to the sum of (1) any amounts deposited into
the Collection Account or a Joint Collection Account during the Related Month representing (a) Repurchase Prices for repurchases of Program
Vehicles (including Relinquished Vehicles) leased under the Finance Lease at the applicable Turnback Date or (b) the sales proceeds (including
amounts paid by a Manufacturer as a result of the sale of a Program Vehicle during the Related Month outside such Manufacturer’s
Manufacturer Program but excluding amounts released to AESOP Leasing pursuant to the last sentence of Section 5.2(a)
of the Base Indenture)
for sales of Vehicles (including Relinquished Vehicles) leased under the Finance Lease at the time of such sale to a third party other than (x) to
a Manufacturer pursuant to a Repurchase Program or (y) through an auction dealer pursuant to a Guaranteed Depreciation Program and (2) any
amounts received in the Related Month and applied to the Loan Principal Amount pursuant to Section 6.3 (the product of the amounts
described in clauses (A) and (B) above, the “ Monthly Loan Principal Amount ”). Unless otherwise required to be paid sooner pursuant to the
terms of this Agreement, the entire unpaid Loan Principal Amount of the Loans made hereunder shall be payable on the last occurring Series
Termination Date with respect to the Notes. All Loans made hereunder shall be due on
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