Avis 2010 Annual Report Download - page 173

Section 2.20. Tax Treatment . CPF has structured this Base Indenture, the Series Supplement for each Series of Notes, and each
Series of Notes that have been (or will be) issued with the intention that the Notes will qualify under applicable tax law as indebtedness of CPF
and any entity acquiring any direct or indirect interest in any Note by acceptance of its Notes agrees to treat the Notes for purposes of Federal,
state and local and income or franchise taxes and any other tax imposed on or measured by income, as indebtedness of CPF.
ARTICLE 3. SECURITY
Section 3.1. Grant of Security Interest.
(a) To secure the Note Obligations and to secure compliance with the provisions of this Indenture, CPF hereby pledges, assigns,
conveys, delivers, transfers and sets over to the Trustee, to the extent set forth in Section 3.2(c) , for the benefit of the Noteholders (the “
Secured
Parties ”), and hereby grants to the Trustee, for the benefit of the Secured Parties, a security interest in, all of CPF’
s right, title and interest in and
to all of the following assets, property, and interests of CPF, whether now owned or at any time hereafter acquired or created (collectively, the “
Collateral ”):
(i) (a) the Collection Account, (b) all funds on deposit therein from time to time, (c) all certificates and instruments, if any,
representing or evidencing the Collection Account or the funds on deposit therein from time to time, and (d) all Permitted Investments
made at any time and from time to time with the funds on deposit in the Collection Account (including income thereon);
(ii) all Investment Property, other than Investment Property constituting Group Specific Collateral for any Group;
(iii) all additional property not constituting Group Specific Collateral for any Group that may from time to time hereafter (pursuant to
the terms of the Series Supplement for a Series of Notes or otherwise) be subjected to the grant and pledge hereof by CPF or by anyone on
its behalf; and
(iv) to the extent not otherwise included, all Proceeds, products, offspring, rents or profits of any and all of the foregoing, including
cash, and all collateral security and guarantees given by any Person with respect to any of the foregoing.
(b) The foregoing grant is made in trust to secure the Note Obligations for each and every Group and to secure compliance with the
provisions of this Indenture, all as provided in this Indenture. The Trustee, as trustee on behalf of the Secured Parties, acknowledges such grant,
accepts the trusts under this Indenture in accordance with the provisions of this Indenture and subject to Section 10.1 and 10.2 , agrees to
perform its duties
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