Avis 2010 Annual Report Download - page 574

ANNEX B
CERTIFICATE OF UNPAID DEMAND NOTE DEMAND
[Series 2010-1 Letter of Credit Provider]
Facsimile number [ ]
Alternately to [ ]
Attention: [ ]
Certificate of Unpaid Demand Note 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 [4.5(c)(iv)] [4.5(d)(iii) ] of the
Series 2010-1 Supplement in an amount equal to $ (the “ Unpaid Demand Note Disbursement ”), which amount is equal to the lesser of
(i) the product of the Series 2010-1 Letter of Credit Provider’s Pro Rata Share as of the date hereof and the Series 2010-1 Unpaid Demand
Amount and (ii) the Letter of Credit Amount as in effect on the date of this certificate.
3. Concurrently with the draw being demanded hereby, the undersigned is making a draw under each of the other Series 2010-1
Letters of Credit in an amount equal to the related other Series 2010-1 Letter of Credit Providers’ Pro Rata Share of the Series 2010-1 Unpaid
Demand Amount.
4. You are requested to deliver an amount equal to the Unpaid Demand Note Disbursement pursuant to the following instructions:
[Insert payment instructions for wire to the
Trustee and payment date]
5. The Trustee acknowledges that, pursuant to the terms of the Series 2010-1 Letter of Credit, upon the Series 2010-
1 Letter of Credit
Provider
’
s honoring in full the draw amount set forth in this certificate, the Letter of Credit Amount shall be automatically reduced by