Avis 2010 Annual Report Download - page 169

the applicable Record Date and in such case CPF shall pay the defaulted interest in any lawful manner, plus, to the extent lawful, interest payable
on the defaulted interest, to the Persons who are Noteholders of such Series on a subsequent special record date which date shall be at least five
(5) Business Days prior to the payment date, at the rate provided in the Series Supplement for such Series of Notes and in the Notes of such
Series. CPF shall fix or cause to be fixed each such special record date and payment date, and at least 15 days before the special record date, CPF
(or the Trustee, in the name of and at the expense of CPF) shall mail to Noteholders of such Series a notice that states the special record date, the
related payment date and the amount of such interest to be paid.
Section 2.17. Book-Entry Notes .
(a) For each Series of Notes to be issued in registered form, CPF shall duly execute the Notes, and the Trustee shall, in accordance
with Section 2.4 hereof, authenticate and deliver initially one or more Global Notes that (a) shall be registered on the Note Register in the name
of DTC or DTC’s nominee, and (b) shall bear legends substantially to the following effect:
UNLESS THIS NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST
COMPANY (“DTC”), TO CENTRE POINT FUNDING, LLC OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE
OR PAYMENT, AND ANY NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. (“CEDE”) OR SUCH OTHER NAME
AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT HEREON IS MADE TO CEDE
OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER,
PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL SINCE THE
REGISTERED OWNER HEREOF, CEDE, HAS AN INTEREST HEREIN.
So long as DTC or its nominee is the registered owner or holder of a Global Note, DTC or its nominee, as the case may be, will be
considered the sole owner or holder of the Notes represented by such Global Note for purposes of this Indenture and such Notes. Members of, or
participants in, DTC shall have no rights under this Indenture with respect to any Global Note held on their behalf by DTC, and DTC may be
treated by CPF, the Trustee, the Registrar, any Paying Agent and any Agent of such entities as the absolute owner of such Global Note for all
purposes whatsoever. Notwithstanding the foregoing, nothing herein shall prevent CPF, the Trustee, the Registrar, any Paying Agent and any
Agent of such entities from giving effect to any written certification, proxy or other authorization furnished by DTC or impair, as between DTC
and its agent members, the operation of customary practices governing the exercise of the rights of the holder of a beneficial interest in any Note.
(b) The then currently applicable provisions of the relevant Clearing Agency shall be applicable to beneficial interests in the Global
Notes. Account holders or participants in DTC, Euroclear and Clearstream shall have no rights under this Indenture with respect to such Global
Note, and the registered holder may be treated by CPF, the Trustee, the Registrar and any
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