Avis 2010 Annual Report Download - page 455

Controlled Group, or to the knowledge of the Guarantor, by any Person, to terminate any Pension Plan; and (ii) no contribution failure has
occurred with respect to any Pension Plan maintained by the Guarantor, the Lessee or any member of the Controlled Group sufficient to
give rise to a Lien under Section 302(f)(l) of ERISA in connection with such Pension Plan; and (b) no condition exists or event or
transaction has occurred with respect to any Pension Plan which could reasonably be expected to result in the incurrence by the Guarantor
or the Lessee or any member of the Controlled Group of liabilities, fines or penalties in an amount that could have a Material Adverse
Effect, and (c) neither Guarantor nor the Lessee has any material contingent liability with respect to any post-retirement benefits under a
Welfare Plan, other than liability for continuation coverage described in Subtitle B of Part 6 of Title 1 of ERISA and liability which would
have a Material Adverse Effect.
25.8. Investment Company Act . Neither the Guarantor nor the Lessee is an “ investment company ” or a company “ controlled ,” by
an “ investment company ”, within the meaning of the Investment Company Act of 1940, as amended, and neither the Guarantor nor the
Lessee is subject to any other statute which would impair or restrict its ability to perform its obligations under this Agreement or the other
Applicable Related Documents with respect to any Group I Series of Notes, and neither the entering into or performance by the Guarantor
or the Lessee of this Agreement violates any provision of such Act.
25.9. Regulations T, U and X . Neither the Guarantor nor the Lessee is engaged principally, or as one of its important activities, in
the business of extending credit for the purpose of purchasing or carrying margin stock (within the meaning of Regulations T, U and X of
the Board of Governors of the Federal Reserve System). None of the Guarantor, the Lessee, any Affiliates of any of them or any Person
acting on their behalf has taken or will take action to cause the execution, delivery or performance of this Agreement or any Group I Series
of Notes, the making or existence of any Group I Series of Notes or the use of proceeds of any Group I Series of Notes to violate
Regulation T, U, or X of the Board of Governors of the Federal Reserve System.
25.10. Jurisdiction of Organization; Principal Places of Business Locations . Each of the Lessee and the Guarantor is a “registered
organization” within the meaning of Section 9-102(a)(70) of the applicable UCC, and Schedule 25.10
lists each of the locations where each
of the Lessee and the Guarantor is organized and the Lessee’s and the Guarantor’s legal names. Except as set forth on Schedule 25.10
neither the Lessee nor the Guarantor has maintained a principal place of business or a chief executive office other than in, respectively,
Parsippany, New Jersey and Denver, Colorado during the four years preceding the date of this Agreement or the immediately preceding
Series Closing Date with respect to a Group I Series of Notes, as applicable.
25.11 Taxes . Each of the Guarantor and the Lessee has filed all tax returns which have been required to be filed by it (except where
the requirement to file such return is subject to a valid extension
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