Avis 2010 Annual Report Download - page 321

(c) commercial paper which is not rated “P-1” by Moody’s;
(d) money market funds or eurodollar time deposits which are not rated “Aaa” and “P-1” by Moody’s;
(e) eurodollar deposits that are not rated “P-1” by Moody’s or that are with financial institutions not organized under the laws of a G-
7 nation; or
(f) any investment, instrument or security not otherwise listed in clause (i) through (vi) of the definition of “Permitted Investments”
in the Base Indenture.
Section 5.11 Series 2006-1 Demand Notes Constitute Additional Collateral for Series 2006-1 Notes . In order to secure and provide
for the repayment and payment of the obligations with respect to the Series 2006-1 Notes, CPF hereby grants a security interest in and assigns,
pledges, grants, transfers and sets over to the Trustee, for the benefit of the Series 2006-1 Noteholders, all of CPF’s right, title and interest in and
to the following (whether now or hereafter existing or acquired): (i) the Series 2006-1 Demand Notes; (ii) all certificates and instruments, if any,
representing or evidencing the Series 2006-1 Demand Notes; and (iii) all proceeds of any and all of the foregoing, including, without limitation,
cash. On the date hereof, CPF shall deliver to the Trustee, for the benefit of the Series 2006-1 Noteholders, each Series 2006-1 Demand Note,
endorsed in blank. The Trustee, for the benefit of the Series 2006-1 Noteholders, shall be the only Person authorized to make a demand for
payments on the Series 2006-1 Demand Notes.
Section 5.12 Series 2006-1 Interest Rate Hedges .
(a) On or before the thirtieth day following the Series 2006-1 Closing Date, CPF shall enter into one or more interest rate protection
agreements (each a “ Series 2006-1 Interest Rate Hedge ”) in form and substance acceptable to the Administrative Agent, from a Qualified
Interest Rate Hedge Counterparty, having an aggregate notional amount at least equal to the Series 2006-1 Invested Amount.
(b) On each Distribution Date, the aggregate notional amount of all Series 2006-1 Interest Rate Hedges with Qualified Interest Rate
Hedge Counterparties or with Counterparties who, if they are not Qualified Interest Rate Hedge Counterparties, shall have complied with their
obligations described in Section 5.12(c), maintained by CPF shall be at least equal to the Series 2006-1 Invested Amount on such Distribution
Date, after giving effect to any payments of principal made pursuant to Section 5.5(e) on such Distribution Date.
(c) If, at any time, an Interest Rate Hedge Counterparty is not a Qualified Interest Rate Hedge Counterparty, then CPF shall cause the
Interest Rate Hedge Counterparty within 30 days following such occurrence, at the Interest Rate Hedge Counterparty’s expense, to do one of the
following (the choice of such action to be determined by the Interest Rate Hedge Counterparty) (i) obtain a replacement interest rate hedge on
the same terms as the Series 2006-1 Interest Rate Hedge from a Qualified Interest Rate Hedge Counterparty and simultaneously with such
replacement CPF shall terminate the Series 2006-1 Interest Rate Hedge being replaced, (ii) obtain a guaranty from, or contingent agreement of,
another person who qualifies as a Qualified
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