Avis 2010 Annual Report Download - page 148

AMENDED AND RESTATED BASE INDENTURE, dated as of March 9, 2010, between CENTRE POINT FUNDING, LLC (f/k/a
Budget Truck Funding, LLC), a special purpose limited liability company established under the laws of Delaware, as issuer (“ CPF ”), and THE
BANK OF NEW YORK MELLON TRUST COMPANY, N.A. (f/k/a The Bank of New York Trust Company N.A.), a national banking
association organized under the laws of the United States, as trustee (in such capacity, the “ Trustee ”).
W I T N E S S E T H :
WHEREAS, CPF and the Trustee entered into a Base Indenture dated as of May 11, 2006, as amended pursuant to Amendment No. 1
to the Base Indenture dated as of May 16, 2007 and Amendment No. 2 to the Base Indenture dated as of February 15, 2008 (as amended, the “
Original Indenture ”);
WHEREAS, CPF and the Trustee desire to amend and restate the Original Indenture in its entirety as set forth herein;
WHEREAS, CPF has duly authorized the execution and delivery of this Base Indenture to provide for the issuance from time to time
of one or more Series of Rental Truck Asset Backed Notes (the “ Notes ”), in each case, issuable as provided in this Base Indenture and the
Series Supplement for such Series; and
WHEREAS, all things necessary to make this Base Indenture a legal, valid and binding agreement of CPF, in accordance with its
terms, have been done, and CPF proposes to do all the things necessary to make the Notes, when executed by CPF and authenticated and
delivered by the Trustee hereunder and duly issued by CPF, the legal, valid and binding obligations of CPF as hereinafter provided;
NOW, THEREFORE, for and in consideration of the premises and the receipt of the Notes by the Noteholders, it is mutually
covenanted and agreed, for the equal and proportionate benefit of all Noteholders, as follows:
ARTICLE 1. DEFINITIONS AND INCORPORATION BY REFERENCE
Section 1.1. Definitions.
Certain capitalized terms used herein (including the preamble and the recitals hereto) shall have the meanings assigned to such terms
in the Definitions List attached hereto as Annex I (the “ Definitions List ”), as such Definitions List may be amended or modified from time to
time in accordance with the provisions hereof.