Avis 2009 Annual Report Download - page 235

2009-3 Maximum Invested Amount, and the aggregate notional amount of all Series 2009-3 Interest Rate Caps may be reduced pursuant to the
related Series 2009-3 Interest Rate Cap to the extent that the Series 2009-3 Maximum Invested Amount is reduced after the Series 2009-3
Closing Date. ABRCF shall acquire one or more additional Series 2009-3 Interest Rate Caps in connection with any increase of the Series 2009-
3 Maximum Invested Amount such that the aggregate notional amounts of all Series 2009-3 Interest Rate Caps shall equal the Series 2009-3
Maximum Invested Amount after giving effect to such increase. The strike rate of each Series 2009-3 Interest Rate Cap shall not be greater than
5.0%. Each Series 2009-3 Interest Rate Cap shall have a term that shall extend to at least the Series 2009-3 Termination Date.
(b) If, at any time, an Interest Rate Cap Counterparty is not a Qualified Interest Rate Cap Counterparty, then ABRCF shall cause the
Interest Rate Cap Counterparty within 30 Business Days following such occurrence, at the Interest Rate Cap Counterparty’s expense, to do one
of the following (the choice of such action to be determined by the Interest Rate Cap Counterparty) (i) obtain a replacement interest rate cap on
the same terms as the Series 2009-3 Interest Rate Cap from a Qualified Interest Rate Cap Counterparty and simultaneously with such
replacement ABRCF shall terminate the Series 2009-3 Interest Rate Cap being replaced, (ii) obtain a guaranty from, or contingent agreement of,
another person who qualifies as a Qualified Interest Rate Cap Counterparty to honor the Interest Rate Cap Counterparty’s obligations under the
Series 2009-
3 Interest Rate Cap in form and substance satisfactory to the Administrative Agent or (iii) post and maintain collateral satisfactory to
the Administrative Agent; provided that no termination of the Series 2009-3 Interest Rate Cap shall occur until ABRCF has entered into a
replacement Interest Rate Cap.
(c) To secure payment of all obligations to the Series 2009-3 Noteholders, ABRCF grants a security interest in, and assigns, pledges,
grants, transfers and sets over to the Trustee, for the benefit of the Series 2009-3 Noteholders, all of ABRCF’s right, title and interest in the
Series 2009-3 Interest Rate Caps and all proceeds thereof (the “ Series 2009-3 Interest Rate Cap Collateral ”). ABRCF shall require all Series
2009-3 Interest Rate Cap Proceeds to be paid to, and the Trustee shall allocate all Series 2009-3 Interest Rate Cap Proceeds to, the Series 2009-3
Accrued Interest Account of the Series 2009-3 Collection Account.
Section 3.12. Payments to Funding Agents or Purchaser Groups . Notwithstanding anything to the contrary herein or in the Base
Indenture, amounts distributable by ABRCF, the Trustee, the Paying Agent or the Administrative Agent to a Funding Agent for the account of its
related Purchaser Group (or amounts distributable by any such Person directly to such Purchaser Group) shall be paid by wire transfer of
immediately available funds no later than 3:00 p.m. (New York time) for credit to the account or accounts designated by such Funding Agent.
Notwithstanding the foregoing, the Administrative Agent shall not be so obligated unless the Administrative Agent shall have received the funds
by 12:00 noon (New York City time).
ARTICLE IV
AMORTIZATION EVENTS
In addition to the Amortization Events set forth in Section 9.1 of the Base Indenture, any of the following shall be an Amortization
Event with respect to the Series 2009-3
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