Avis 2010 Annual Report Download - page 438

appropriate governmental authority; provided , however , that notwithstanding the foregoing, possession of all Certificates of Title shall at all
times remain with the Administrator, or an Affiliate or agent of the Administrator identified to the Trustee in writing, which will hold such
Certificates of Title in its capacity as agent for the Lessor and on behalf of the Trustee. The Lessee shall be responsible for the payment of all
registration fees, title fees, license fees, traffic summonses, penalties, judgments and fines incurred with respect to any Group I Truck during the
Vehicle Term for such Group I Truck or imposed during the Vehicle Term for such Group I Truck by any Governmental Authority or any court
of law or equity with respect to such Group I Trucks in connection with the Lessee’s operation of such Group I Trucks. The Lessor agrees to
execute a power of attorney in substantially the form of Attachment C hereto (each, a “ Power of Attorney ”), and such other documents as may
be necessary in order to allow the Lessee to title, register and dispose of the Group I Trucks leased hereunder in accordance with the terms
hereof; provided , however , that possession of all Certificates of Title shall at all times remain with the Administrator, or an Affiliate or agent of
the Administrator identified to the Trustee in writing, which will hold such Certificates of Title in its capacity as agent for the Lessor and on
behalf of the Trustee, and the Lessee acknowledges and agrees that it has no right, title or interest in or with respect to any Certificate of Title.
Notwithstanding anything herein to the contrary, the Lessor may terminate such Power of Attorney as provided in
Section 18.3(iii) hereof.
11. MAINTENANCE AND REPAIRS . The Lessee shall pay for all maintenance and repairs to keep Group I Trucks in good working
order and condition, and the Lessee will maintain the Group I Trucks as required in order to keep the manufacturer’s warranty in force. The
Lessee will return Group I Trucks to a facility authorized by the manufacturer of such Group I Truck or the Lessee’s warranty station authorized
by the manufacturer of such Group I Truck for warranty work. The Lessee will comply with any manufacturer’s recall of any Group I Truck.
The Lessee will pay, or cause to be paid, all usual and routine expenses incurred in the use and operation of Group I Trucks including, but not
limited to, fuel, lubricants, and coolants. The Lessee agrees that it shall not make any material alterations to
any Group I Trucks without the prior
consent of the Lessor. Any improvements or additions to any Group I Trucks shall become and remain the property of the Lessor, except that
any addition to Group I Trucks made by the Lessee shall remain the property of the Lessee if such addition can be disconnected from such Group
I Trucks without impairing the functioning of such Group I Trucks or its resale value, excluding such addition.
12. GROUP I TRUCK WARRANTIES.
12.1. No Lessor Warranties . THE LESSEE ACKNOWLEDGES THAT THE LESSOR IS NOT THE MANUFACTURER, THE
AGENT OF THE MANUFACTURER, OR THE DISTRIBUTOR OF THE GROUP I TRUCKS LEASED BY THE LESSEE
HEREUNDER. THE LESSOR MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, AS TO THE FITNESS,
SAFENESS, DESIGN, MERCHANTABILITY, CONDITION, QUALITY, CAPACITY OR WORKMANSHIP OF THE GROUP I
TRUCKS NOR ANY WARRANTY THAT THE GROUP I TRUCKS WILL SATISFY THE REQUIREMENTS OF ANY LAW OR
ANY CONTRACT SPECIFICATION, AND AS BETWEEN THE LESSOR AND THE LESSEE,
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