Avis 2006 Annual Report Download - page 289

(vi) Reports . Promptly, from time to time, such information with respect to the Subleases, the Vehicles leased hereunder and
payments made and owing hereunder as the Lessor may require to satisfy its reporting obligations to the Lender pursuant to Section 9.5
of
the AESOP I Finance Lease Loan Agreement; and
(vii) Other . Promptly, from time to time, such other information, documents, or reports respecting the Vehicles leased
hereunder or the condition or operations, financial or otherwise, of such Lessee or the Finance Lease Guarantor as the Lessor, the Lender
or the Trustee may from time to time reasonably request in order to protect the interests of the Lessor, the Lender or the Trustee under or
as contemplated by this Agreement or any other Related Document.
31.6. Payment of Taxes; Removal of Liens .
Pay when due all taxes, assessments, fees and governmental charges of any kind whatsoever that may be at any time lawfully
assessed or levied against or with respect to the such Lessee, the Finance Lease Guarantor or their respective property and assets or any interest
thereon. Notwithstanding the previous sentence, but subject in any case to the other requirements hereof and of the Related Documents, neither
any Lessee nor the Finance Lease Guarantor shall be required to pay any tax, charge, assessment or imposition nor to comply with any law,
ordinance, rule, order, regulation or requirement so long as such Lessee or the Finance Lease Guarantor shall contest, in good faith, the amount
or validity thereof, in an appropriate manner or by appropriate proceedings. Each such contest shall be promptly prosecuted to final conclusion
(subject to the right of the Finance Lease Guarantor or such Lessee to settle any such contest).
31.7. Business .
Such Lessee will engage only in businesses in substantially the same or related fields as the businesses conducted by it on the date
hereof and such other lines of business, which, in the aggregate, do not constitute a material part of the operations of such Lessee.
31.8. Maintenance of Separate Existence .
Each of the Finance Lease Guarantor and each Lessee acknowledges its receipt of a copy of that certain opinion letter issued by
White & Case LLP dated the date hereof and addressing the issue of substantive consolidation as it may relate to the Finance Lease Guarantor,
each Lessee, each Permitted Sublessee, the Lessor, Original AESOP, AESOP Leasing II and CRCF. Each of the Finance Lease Guarantor and
the Lessees hereby agrees to maintain in place all policies and procedures, and take and continue to take all action, described in the factual
assumptions set forth in such opinion letter and relating to such Person.
31.9. Trustee as Lienholder .
Concurrently with each leasing of a Vehicle under this Agreement, the Administrator shall indicate on its computer records that the
Trustee, as assignee of the Lender, is the holder of a Lien on such Vehicle pursuant to the terms of the Base Indenture.
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