Avis 2006 Annual Report Download - page 199

SECTION 8.9. Regulations T, U and X . AESOP Leasing is not engaged principally, or as one of its important activities, in the
business of extending credit for the purpose of purchasing or carrying margin stock (within the meaning of Regulations T, U and X of the
Board of Governors of the Federal Reserve System). None of AESOP Leasing, any Affiliate of AESOP Leasing or any Person acting on its
behalf has taken or will take action to cause the execution, delivery or performance of this Agreement or the Loan Note, the making or
existence of the Loans or the use of proceeds of the Loans made hereunder to violate Regulation T, U or X of the Board of Governors of the
Federal Reserve System.
SECTION 8.10. Proceeds . The proceeds of the Loans made hereunder will be used solely to finance the purchase of Eligible
Vehicles that will be leased under the Finance Lease.
SECTION 8.11. Legal Names; Record Locations; Jurisdiction of Organization . Schedule 8.11 lists each of the locations where
AESOP Leasing maintains any records, and Schedule 8.11 also lists AESOP Leasing’s legal name and jurisdiction of organization.
SECTION 8.12. Taxes . AESOP Leasing has filed all tax returns which have been required to be filed by it (except where the
requirement to file such return is subject to a valid extension), and has paid or provided adequate reserves for the payment of all taxes shown
due on such returns or required to be paid as a condition to such extension, as well as all payroll taxes and federal and state withholding taxes,
and all assessments payable by it that have become due, other than those that are payable without penalty or are being contested in good faith
by appropriate proceedings and with respect to which adequate reserves have been established, and are being maintained, in accordance with
GAAP. As of the date hereof, to the best of AESOP Leasing’s knowledge, there is no unresolved claim by a taxing authority concerning
AESOP Leasing’s tax liability for any period for which returns have been filed or were due other than those contested in good faith by
appropriate proceedings and with respect to which adequate reserves have been established, and are being maintained, in accordance with
GAAP.
SECTION 8.13. Governmental Authorizations . AESOP Leasing has all licenses, franchises, permits and other governmental
authorizations necessary for all businesses presently carried on by it (including owning and leasing the real and personal property owned and
leased by it), except where failure to obtain such licenses, franchises, permits and other governmental authorizations would not have a material
adverse effect on its financial condition, business, prospects or properties or a Material Adverse Effect (as set forth in clauses (ii) and (iii) of
the definition thereof).
SECTION 8.14. Compliance with Laws . AESOP Leasing: (i) is not in violation of any law, ordinance, rule, regulation or order of
any Governmental Authority applicable to it or its property, which violation would have a material adverse effect on its financial condition,
business, prospects or properties or a Material Adverse Effect (as set forth in clauses (ii) and (iii) of the definition thereof), and no such
violation has been alleged, (ii) has filed in a timely manner all reports, documents and other materials required to be filed by it with any
governmental bureau, agency or instrumentality (and the information contained in each of such filings is true, correct and complete in all
material respects), except where failure to make such filings would not have a material adverse effect on its financial condition, business,
prospects or properties or a
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