Avis 2010 Annual Report Download - page 156

in such Group (excluding any impact from the dilution of the percentage interests in the Group Specific Collateral for such Group or voting
percentage of the existing Noteholders in such Group as a result of such issuance) unless the Required Noteholders of such Series of Notes
shall have given their prior written consent thereto. For purposes of the new Series of Notes, terms that are defined in both the Series
Supplement for such new Series of Notes and the Base Indenture shall, for purposes of such Series Supplement and the Base Indenture as it
relates to such new Series, have the meanings assigned to them in such Series Supplement. References herein to “all” Series of Notes
(other than as specifically stated herein) shall be automatically modified to refer to all Series of Notes in the same Group (or as otherwise
provided in the Series Supplement for a Series of Notes).
Section 2.4. Execution and Authentication .
(a) The Notes shall, upon issue pursuant to Section 2.2 , be executed by manual, electronically scanned or facsimile signature on
behalf of CPF by an Authorized Officer and delivered by CPF to the Trustee for authentication and redelivery as provided herein. If an
Authorized Officer whose signature is on a Note no longer holds that office at the time the Note is authenticated, the Note shall nevertheless be
valid.
(b) At any time and from time to time after the execution and delivery of this Base Indenture, CPF may deliver Notes of any
particular Series executed by CPF to the Trustee for authentication, together with one or more Company Orders for the authentication and
delivery of such Notes, and the Trustee, in accordance with such Company Order and this Base Indenture, shall authenticate and deliver such
Notes.
(c) No Note shall be entitled to any benefit under this Indenture or be valid for any purpose unless there appears on such Note a
certificate of authentication substantially in the form provided for herein, duly executed by the Trustee by the manual signature of a Trust
Officer. Such signatures on such certificate shall be conclusive evidence, and the only evidence, that the Note has been duly authenticated under
this Indenture. The Trustee may appoint an authenticating agent acceptable to CPF to authenticate Notes. Unless limited by the term of such
appointment, an authenticating agent may authenticate Notes whenever the Trustee may do so. Each reference in this Indenture to authentication
by the Trustee includes authentication by such agent. The Trustee’s certificate of authentication shall be in substantially the following form:
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