Avis 2010 Annual Report Download - page 244

“ Guarantor ” means ABCR in its capacity as guarantor of the Lessee’s obligations under the Applicable CPF Lease for each Series
of Notes.
“ Guaranty ” has the meaning specified in Section 22.1 of the Applicable CPF Lease.
“ Indebtedness ”, as applied to any Person, means, without duplication, (a) all indebtedness for borrowed money, (b) that portion of
obligations with respect to any lease of any property (whether real, personal or mixed) that is properly classified as a liability on a balance sheet
in conformity with GAAP, (c) notes payable and drafts accepted representing extensions of credit whether or not representing obligations for
borrowed money, (d) any obligation owed for all or any part of the deferred purchase price for property or services, which purchase price is
(i) due more than six months from the date of the incurrence of the obligation in respect thereof or (ii) evidenced by a note or similar written
instrument, (e) all indebtedness secured by any Lien on any property or asset owned by that Person regardless of whether the indebtedness
secured thereby shall have been assumed by that Person or is nonrecourse to the credit of that Person, and (f) all Contingent Obligations of such
Person in respect of any of the foregoing.
“ Indemnified Persons ” has the meaning specified in Section 16.1 of the Applicable CPF Lease.
“ Indenture ” means the Base Indenture, together with all Series Supplements for any Series of Notes, as amended, modified or
supplemented from time to time by Supplements thereto in accordance with its terms.
“ Independent Manager ” means, with respect to CPF, an individual who is not, and, except for having previously acted as an
“independent” director or manager of CPF (or any special purpose entity who is an Affiliate of CPF) never was,
(i) a stockholder, member, partner, director, officer, employee, affiliate, associate, customer, supplier, creditor or independent
contractor of, or any person that has received any benefit (excluding, however, any compensation received in such person’s capacity as a
director of CPF, as the case may be) in any form whatever from, or any person that has provided any service (excluding, however, any
service provided by a Person engaged as an “independent” director or manager, as the case may be) in any form whatever to, ABCR, CPF,
BRAC, the Administrator or any of their Affiliates or associates, or
(ii) any person owning beneficially, directly or indirectly, any outstanding shares of common stock, any limited liability company
interests or any partnership interests, as applicable, of CPF, as the case may be, or ABCR, CPF, BRAC, the Administrator or any of their
Affiliates, or a stockholder, member, partner, director, officer, employee, Affiliate, associate, customer, supplier, creditor or independent
contractor of, or any person that has received any benefit (excluding, however, any compensation received by a Person engaged as an
“independent”
director or manager, as the case may be) in any form whatever from, or any person that has provided any service (excluding,
however, any
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