Avis 2010 Annual Report Download - page 492

ARTICLE II.
Amendments
Section 2.1. Amendments to Article 2: General Agreement .
(a) Lease of Group I Trucks . Section 2.1 is hereby amended (i) by adding the words “or contributed to Lessor by BRAC to be leased
to the Lessee” after the words “each additional Group I Truck purchased by the Lessee as agent for the Lessor” contained in clause (ii) of such
section and (ii) by adding the text “; provided , however , that the Lessor shall be permitted to lease to the Lessee Group I Trucks that do not
satisfy clauses (ii) and (iii) of the definition of Eligible Trucks, so long as the Titling Procedures and the Titling Certification Requirements for
such Group I Trucks have been satisfied” at the end of the penultimate sentence thereof.
(b) Right of Lessee to Act as Lessor’s Agent . Section 2.2(b) is hereby amended (i) by adding the words “or contribution thereof to
the Lessor” after the words “upon the acquisition thereof” contained in clause (b) of such section and (ii) by adding the words “or contribution
thereof” after the words “after such acquisition” contained in the parenthetical in clause (b) of such section.
(c) Payment of Purchase Price by Lessor . Section 2.3 is hereby amended by adding the words “(other than, for the avoidance of
doubt, any Group I Truck that has been contributed to the Lessor by BRAC)” after the words “any new Group I Truck”
in the first clause of such
section.
(d) Eligible Trucks . Section 2.7.5 is hereby amended by adding the text “; provided , however , that, solely for purposes of
Section 2.1 and this Section 2.7.5, clauses (ii) and (iii) of the definition of “Eligible Truck” in the Indenture shall be deemed satisfied with
respect to such truck if the Titling Procedures and Titling Certification Requirements for such truck have been satisfied” at the end thereof.
Section 2.2. Amendments to Article 3: Term . Section 3.1 is hereby amended (i) by adding the words “the date such Group I Truck is
contributed to the Lessor or” after the phrase “(a) the date referenced in the Vehicle Acquisition Schedule with respect to such Group I Truck,
and (b)” and (ii) by (x) deleting the text “42 months” and inserting the text “72 months” in lieu thereof and (y) deleting the text “54 months” and
inserting the text “96 months” in lieu thereof.
Section 2.3. Amendments to Article 18: Default and Remedies Therefor . Section 18.7 is hereby amended by (x) inserting the text
“(other than any Group I Truck that is an Eligible Truck solely by reason of the proviso to the definition of Eligible Trucks)” after the phrase
“included in the Borrowing Base” in the first sentence thereof, (y) inserting the text “(or, the Lessee or the Guarantor obtains actual knowledge
that the Titling Procedures have not been properly satisfied with respect to any Group I Truck included in the Borrowing Base)” after the phrase
“Certificate of Title for such Group I Truck” in the first sentence thereof, and (z) inserting the text “(or any such Group I Truck with respect to
which the Titling Procedures have not been properly satisfied)” at the end of the second sentence thereof.
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