Avis 2010 Annual Report Download - page 437

or the applicable Permitted Sublessee or result in a breach or default under any indenture, agreement or other instrument of the Lessee or the
applicable Permitted Sublessee and (b) with respect to the validity, perfection and priority of the security interests created by the Sublease. No
such sublease to a Permitted Sublessee shall release the Lessee or the Guarantor from any obligations under this Agreement. The Lessee shall not
sublease any Group I Truck or assign any right or interest herein or in any Group I Truck to any Person other than a Permitted Sublessee in
accordance with this Section 7 ; provided , however , the foregoing shall not be deemed to prohibit the Lessee from renting Group I Trucks to
third party customers in the ordinary course of its business.
8. LIENS . Except for Permitted Liens, the Lessee shall keep all Group I Trucks leased by it hereunder free of all Liens arising during the
Term. Upon the Vehicle Lease Expiration Date for each Group I Truck, should any such Lien exist on such Group I Truck, the Lessor may, in its
discretion, remove such Lien, and any sum of money that may be paid by the Lessor in release or discharge thereof, including attorneys’
fees and
costs, will be paid by the Lessee upon demand by the Lessor. The Lessor may grant security interests in the Group I Trucks leased by the Lessee
hereunder without consent of the Lessee; provided , however , that if any such Liens would interfere with the rights of the Lessee under this
Agreement, the Lessor must obtain the prior written consent of the Lessee. The Lessee agrees and acknowledges that the granting of Liens and
the taking of other actions pursuant to the Base Indenture and the Applicable Related Documents with respect to any Group I Series of Notes
does not interfere with the rights of the Lessee under this Agreement.
9. NON-DISTURBANCE
. So long as the Lessee satisfies its obligations hereunder, its quiet enjoyment, possession and use of the Group I
Trucks leased by the Lessee hereunder will not be disturbed during the Term, subject, however, to Sections 2.6 and 18 hereof and except that the
Lessor and the Trustee each retains the right, but not the duty, to inspect the Group I Trucks without disturbing the ordinary conduct of the
Lessee’s business. Upon the request of the Lessor or the Trustee from time to time, the Lessee will make reasonable efforts to confirm to the
Lessor and the Trustee the location, mileage and condition of each Group I Truck leased by the Lessee hereunder and to make available for the
Lessor’s or the Trustee’s inspection within a reasonable time period, not to exceed 45 days, the Group I Trucks at the location where such Group
I Trucks are normally domiciled. Further, the Lessee will, during normal business hours and with a notice of three Business Days, make its
records pertaining to the Group I Trucks available to the Lessor or the Trustee for inspection at the location where the Lessee’s records are
normally domiciled.
10. REGISTRATION; LICENSE; TRAFFIC SUMMONSES; PENALTIES AND FINES . The Lessee, at its expense, shall be responsible
for proper registration and licensing of the Group I Trucks and titling of the Group I Trucks in the name of the Lessor (with the Lien of the
Trustee, in its name or in the name of an Applicable Nominee Lienholder, on behalf of the Trustee, noted thereon), and, where required, shall
have such Group I Trucks inspected by any
12