Avis 2010 Annual Report Download - page 572

ANNEX A
CERTIFICATE OF LEASE DEFICIT DEMAND
[Series 2010-1 Letter of Credit Provider]
Facsimile number [ ]
Alternately to [ ]
Attention: [ ]
Certificate of Lease Deficit Demand under the Irrevocable Letter of Credit No. [ ] (the “ Series 2010-1 Letter of Credit ”; the
terms defined therein and not otherwise defined herein being used herein as therein defined or incorporated), dated [ ], 20 , issued by
[ ], as the Series 2010-1 Letter of Credit Provider, in favor of The Bank of New York Mellon Trust Company, N.A., as trustee (in such
capacity, the “ Trustee ”),
under that certain Amended and Restated Base Indenture (as may be amended from time to time in accordance with its
terms, the “ Base Indenture ”), dated as of March 9, 2010, between the Trustee and Centre Point Funding, LLC (“ CPF ”), as supplemented by
that certain Series 2010-1 Supplement thereto (the “ Series 2010-1 Supplement ” and, together with the Base Indenture, the “ Indenture ”), dated
as of March 9, 2010, among CPF, the Trustee and The Bank of New York Mellon Trust Company, N.A., as Series 2010-1 Agent and Securities
Intermediary.
The undersigned, a duly authorized officer of the Trustee, hereby certifies to the Series 2010-1 Letter of Credit Provider as follows:
1. [ ] is the Trustee under the Indenture.
2. [The Trustee is making a drawing under the Series 2010-1 Letter of Credit as required by Section 4.3(d) of the Series 2010-1
Supplement in an amount equal to $ (the “ Interest Lease Deficit Disbursement ”), which amount is equal to the lesser of (A) the product
of (i) the Series 2010-1 Letter of Credit Provider’s Pro Rata Share as of the date hereof and (ii) the least of (x) the Series 2010-1 Lease Interest
Payment Deficit on the related Distribution Date, (y) the excess, if any, of the sum of (1) the Series 2010-1 Monthly Interest for the Series 2010-
1 Interest Period ending on the day preceding the related Distribution Date, (2) any unpaid Series 2010-1 Shortfall as of the preceding
Distribution Date (together with any accrued interest on such Series 2010-1 Shortfall) and (3) during the Series 2010-1 Rapid Amortization
Period, the Series 2010-1 Trustee Fees, the Series 2010-1 Disposition Agent Fees and the Series 2010-1 Back-up Administration Fees for such
Distribution Date over the amounts available from the Series 2010-1 Accrued Interest Account plus the amount withdrawn to pay such amounts
from the Series 2010-1 Reserve Account on prior to such Distribution Date and (z) the Series 2010-1 Letter of Credit Liquidity Amount and
(B) the Letter of Credit Amount as in effect on the date of this certificate.] [The Trustee is making a drawing under the Series 2010-1 Letter of
Credit as required by Section 4.5(c)(ii) of the Series 2010-1 Supplement in an amount equal to $ (the “ Principal Lease Deficit
Disbursement ”), which amount is equal to the lesser of (A) the product of (i) the Series 2010-1 Letter of Credit Provider’s Pro Rata Share as of
the date hereof and (ii) the lesser of (x) the amount by which the Series 2010-1 Lease Principal Payment Deficit on the related Distribution Date
exceeds the amount to be deposited in