Avis 2006 Annual Report Download - page 286

30.23. Solvency .
Both before and after giving effect to the transactions contemplated by this Agreement and the other Related Documents, each
Lessee and the Finance Lease Guarantor is solvent within the meaning of the Bankruptcy Code and no Lessee or the Finance Lease Guarantor
is the subject of any voluntary or involuntary case or proceeding seeking liquidation, reorganization or other relief with respect to itself or its
debts under any bankruptcy or insolvency law and no Event of Bankruptcy has occurred with respect to the Finance Lease Guarantor or any
Lessee.
30.24. Payment of Capitalized Cost .
Prior to the Vehicle Finance Lease Commencement Date with respect to each Vehicle leased hereunder, the Capitalized Cost with
respect to such Vehicle shall have been paid.
31. CERTAIN AFFIRMATIVE COVENANTS .
Until the expiration or termination of this Agreement, and thereafter until the obligations of the Lessees and the Finance Lease
Guarantor under this Agreement and the Related Documents are satisfied in full, each Lessee covenants and agrees as to itself and the Finance
Lease Guarantor covenants and agrees as to itself and as to each Lessee that, unless at any time the Lessor, the Lender and the Trustee shall
otherwise expressly consent in writing, it will (and, in the case of the Finance Lease Guarantor, will cause each Lessee to):
31.1. Corporate Existence; Foreign Qualification .
Do and cause to be done at all times all things necessary to (i) maintain and preserve the corporate existence of the Finance Lease
Guarantor and each Lessee (it being understood that subject to Section 32.1, each Lessee shall remain a direct or indirect Wholly-Owned
Subsidiary of the Finance Lease Guarantor); (ii) be, and ensure that each Lessee is, duly qualified to do business and in good standing as a
foreign corporation in each jurisdiction where the nature of its business makes such qualification necessary and the failure to so qualify would
have a Material Adverse Effect; and (iii) comply with all Contractual Obligations and Requirements of Law binding upon it and its
Subsidiaries, except to the extent that the failure to comply therewith would not, in the aggregate, have a Material Adverse Effect.
31.2. Books, Records and Inspections .
(i) Maintain or cause to be maintained by the Administrator complete and accurate books and records with respect to the Vehicles
leased by such Lessee under this Agreement and (ii) permit any Person designated by the Lessor, the Lender or the Trustee in writing to visit
and inspect any of the properties, corporate books and financial records of the Finance Lease Guarantor and its Subsidiaries and to discuss its
affairs, finances and accounts with officers of the Finance Lease Guarantor and its Subsidiaries, agents of the Finance Lease Guarantor and
with the Finance Lease Guarantor’s independent public accountants, all at such reasonable times and as often as the Lessor, the Lender or the
Trustee may reasonably request.
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