Avis 2010 Annual Report Download - page 536

If the Trustee does not receive the notice from the Administrator described in the first paragraph of this Section 4.8(b) on or prior to
the date that is two (2) Business Days prior to each Series 2010-1 Letter of Credit Expiration Date, the Trustee shall, by 5:00 p.m. (New York
City time) on such Business Day draw the full amount of such Series 2010-1 Letter of Credit by presenting a draft accompanied by a Certificate
of Termination Demand and shall cause the Termination Disbursement to be deposited in the Series 2010-1 Cash Collateral Account.
(c) Series 2010-1 Letter of Credit Providers . The Administrator shall notify the Trustee in writing within one Business Day of
becoming aware that (i) the long-term senior unsecured debt credit rating of any Series 2010-1 Letter of Credit Provider has fallen below “A1”
as determined by Moody’s or (ii) the short-term senior unsecured debt credit rating of any Series 2010-1 Letter of Credit Provider has fallen
below “P-1” as determined by Moody’
s. At such time the Administrator shall also notify the Trustee of (i) the greater of (A) the excess, if any, of
the Series 2010-1 Required Enhancement Amount over the Series 2010-1 Enhancement Amount, excluding the available amount under the
Series 2010-1 Letter of Credit issued by such Series 2010-1 Letter of Credit Provider, on such date, and (B) the excess, if any, of the Series
2010-1 Required Liquidity Amount over the Series 2010-1 Liquidity Amount, excluding the available amount under such Series 2010-
1 Letter of
Credit, on such date, and (ii) the amount available to be drawn on such Series 2010-1 Letter of Credit on such date. Upon receipt of such notice
by the Trustee on or prior to 10:00 a.m. (New York City time) on any Business Day, the Trustee shall, by 12:00 p.m. (New York City time) on
such Business Day (or, in the case of any notice given to the Trustee after 10:00 a.m. (New York City time), by 12:00 p.m. (New York City
time) on the next following Business Day), draw on such Series 2010-
1 Letter of Credit in an amount equal to the lesser of the amounts in clause
(i) and clause (ii) of the immediately preceding sentence on such Business Day by presenting a draft accompanied by a Certificate of
Termination Demand and shall cause the Termination Disbursement to be deposited in the Series 2010-1 Cash Collateral Account.
(d) Draws on the Series 2010-1 Letters of Credit . If there is more than one Series 2010-1 Letter of Credit on the date of any draw on
the Series 2010-1 Letters of Credit pursuant to the terms of this Series Supplement, the Administrator shall instruct the Trustee, in writing, to
draw on each Series 2010-1 Letter of Credit in an amount equal to the Pro Rata Share of the Series 2010-1 Letter of Credit Provider issuing such
Series 2010-1 Letter of Credit of the amount of such draw on the Series 2010-1 Letters of Credit.
(e) Establishment of Series 2010-1 Cash Collateral Account . On or prior to the Series 2010-1 Closing Date, CPF shall establish and
maintain in the name of the Trustee for the benefit of the Series 2010-1 Noteholders, or cause to be established and maintained, an account (the “
Series 2010-1 Cash Collateral Account ”), bearing a designation clearly indicating that the funds deposited therein are held for the benefit of the
Series 2010-1 Noteholders. The Series 2010-
1 Cash Collateral Account shall be maintained (i) with a Qualified Institution, or (ii) as a segregated
trust account with the corporate trust department of a depository institution or trust company having corporate trust powers and acting as trustee
for funds deposited in the Series 2010-1 Cash Collateral Account; provided that, if at any time such Qualified Institution is no longer a Qualified
Institution or the credit rating of any securities issued by such depository institution or trust company shall be reduced to below “Baa3” by
Moody’s, then CPF shall, within 30 days of such reduction, establish a new Series 2010-1 Cash Collateral Account with a
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