Dollar Thrifty Automotive Group Inc Sample Contracts

Dollar Thrifty Automotive Group Inc – ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012, among DTG OPERATIONS, INC., those Permitted Lessees from time to time becoming additional Lessees hereunder, RENTAL CAR FINANCE CORP., DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. and BANK OF AMERICA, N.A., as the Series 2011-1 Letter of Credit Provider (February 21st, 2012)

THIS ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), those Permitted Lessees (as defined below) that become additional parties to this Agreement from time to time pursuant to the provisions of Section 4.17 hereof (such additional parties hereto and DTG Operations, each a “Lessee” and, collectively, the “Lessees”), RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation as the Guarantor (“DTAG” or the “Guarantor”), and BANK OF AMERICA, N.A., as the Series 2011-1 Letter of Credit Provider (“BofA” or the “Series 2011-1 Letter of Credit Provider”).

Dollar Thrifty Automotive Group Inc – PLEDGE AGREEMENT (February 21st, 2012)

THIS PLEDGE AGREEMENT dated as of February 16, 2012 (as amended, modified, restated or supplemented from time to time, the “Pledge Agreement”) is entered into by and among the parties identified as “Pledgors” on the signature pages hereto and such other parties as may become Pledgors hereunder after the date hereof (individually a “Pledgor”, and collectively, the “Pledgors”) and Bank of America, N.A., as administrative agent (in such capacity, the “Administrative Agent”) for the Secured Parties (defined below).

Dollar Thrifty Automotive Group Inc – ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012, among DTG OPERATIONS, INC., those direct and indirect Subsidiaries of Dollar Thrifty Automotive Group, Inc. from time to time becoming additional Lessees hereunder, RENTAL CAR FINANCE CORP., DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. and BANK OF AMERICA, N.A., as the Series 2007-1 Letter of Credit Provider (February 21st, 2012)

THIS ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), those direct or indirect Subsidiaries of DTAG (as defined below) that become additional parties to this Agreement from time to time pursuant to the provisions of Section 4.17 hereof (such additional parties hereto and DTG Operations, each a “Lessee” and, collectively, the “Lessees”), RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation as the Guarantor (“DTAG” or the “Guarantor”), and BANK OF AMERICA, N.A., as the Series 2007-1 Letter of Credit Provider (“BofA” or the “Series 2007-1 Letter of Credit Provider”).

Dollar Thrifty Automotive Group Inc – AMENDMENT NO. 1 TO SERIES 2011-2 SUPPLEMENT dated as of February 16, 2012 between RENTAL CAR FINANCE CORP., an Oklahoma corporation and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee (February 21st, 2012)

This Amendment No. 1 to Series 2011-2 Supplement dated as of February 16, 2012 (“Amendment”), between Rental Car Finance Corp., an Oklahoma corporation (“RCFC”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee (the “Trustee”) (RCFC and the Trustee are collectively referred to herein as the “Parties”).

Dollar Thrifty Automotive Group Inc – CREDIT AGREEMENT Dated as of February 16, 2012 among DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., as a Borrower, DTG OPERATIONS, INC., as a Borrower CERTAIN DOMESTIC SUBSIDIARIES OF THE BORROWERS, as the Guarantors, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, JPMORGAN CHASE BANK, N.A., as Syndication Agent THE BANK OF NOVA SCOTIA, U.S. BANK NATIONAL ASSOCIATION and THE BANK OF TOKYO-MITSUBISHI UFJ, LTD. as Co- Documentation Agents and THE OTHER LENDERS PARTY HERETO MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED and J.P. MORGAN SECURITIES LLC as Joint Lead (February 21st, 2012)

This CREDIT AGREEMENT is entered into as of February 16, 2012 among Dollar Thrifty Automotive Group, Inc., a Delaware corporation (“DTAG”) and DTG Operations, Inc., an Oklahoma corporation (“Operations” and together with DTAG, the “Borrowers”), the Guarantors (defined herein), the Lenders (defined herein) and Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer.

Dollar Thrifty Automotive Group Inc – ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012, among DTG OPERATIONS, INC., those Permitted Lessees from time to time becoming additional Lessees hereunder, RENTAL CAR FINANCE CORP., DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. and BANK OF AMERICA, N.A., as the Series 2010-3 Letter of Credit Provider (February 21st, 2012)

THIS ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), those Permitted Lessees (as defined below) that become additional parties to this Agreement from time to time pursuant to the provisions of Section 4.17 hereof (such additional parties hereto and DTG Operations, each a “Lessee” and, collectively, the “Lessees”), RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation as the Guarantor (“DTAG” or the “Guarantor”), and BANK OF AMERICA, N.A., as the Series 2010-3 Letter of Credit Provider (“BofA” or the “Series 2010-3 Letter of Credit Provider”).

Dollar Thrifty Automotive Group Inc – ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012, among DTG OPERATIONS, INC., those Permitted Lessees from time to time becoming additional Lessees hereunder, RENTAL CAR FINANCE CORP., DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. and BANK OF AMERICA, N.A., as the Series 2011-2 Letter of Credit Provider (February 21st, 2012)

THIS ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of February 16, 2012 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), those Permitted Lessees (as defined below) that become additional parties to this Agreement from time to time pursuant to the provisions of Section 4.17 hereof (such additional parties hereto and DTG Operations, each a “Lessee” and, collectively, the “Lessees”), RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation as the Guarantor (“DTAG” or the “Guarantor”), and BANK OF AMERICA, N.A., as the Series 2011-2 Letter of Credit Provider (“BofA” or the “Series 2011-2 Letter of Credit Provider”).

Dollar Thrifty Automotive Group Inc – Press Release (February 21st, 2012)

Tulsa, Oklahoma, February 21, 2012:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today reported results for the fourth quarter and year ended December 31, 2011.  Net income for the 2011 fourth quarter was $33.9 million, or $1.08 per diluted share, compared to net income of $12.5 million, or $0.41 per diluted share, in the fourth quarter of 2010. Net income for the fourth quarter of 2011 was negatively impacted by $0.01 per diluted share related to changes in fair value of derivatives, compared to a favorable impact on net income of $0.14 per diluted share related to changes in fair value of derivatives in the fourth quarter of 2010.

Dollar Thrifty Automotive Group Inc – AMENDMENT NO. 1 TO AMENDED AND RESTATED SERIES 2010-3 SUPPLEMENT dated as of February 16, 2012 between RENTAL CAR FINANCE CORP., an Oklahoma corporation and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee (February 21st, 2012)

This Amendment No. 1 to Amended and Restated Series 2010-3 Supplement dated as of February 16, 2012 (“Amendment”), between Rental Car Finance Corp., an Oklahoma corporation (“RCFC”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee (the “Trustee”) (RCFC and the Trustee are collectively referred to herein as the “Parties”).

Dollar Thrifty Automotive Group Inc – Press Release (February 21st, 2012)

Tulsa, Oklahoma, February 17, 2012:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced the completion of a new five-year $450 million senior secured credit facility that significantly enhances the Company’s liquidity, as well as its operating and financing flexibility.  The new senior secured credit facility increases the Company’s available revolving credit capacity by approximately $220 million compared to the Company’s previous facility, and extends the maturity date to 2017 from 2013.   In addition to incremental financing capacity available for general corporate purposes or the issuance of letters of credit, the new facility provides the Company with greatly improved flexibility to manage growth initiatives and capital structure initiatives.  In this regard, the new facility provides for restricted payments for the purposes of making share repurchases and / or paying dividends, provides greater flexibility for completion of acquisitions, and permits the incurrence

Dollar Thrifty Automotive Group Inc – AMENDMENT NO. 1 TO SERIES 2011-1 SUPPLEMENT dated as of February 16, 2012 between RENTAL CAR FINANCE CORP., an Oklahoma corporation and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as Trustee (February 21st, 2012)

This Amendment No. 1 to Series 2011-1 Supplement dated as of February 16, 2012 (“Amendment”), between Rental Car Finance Corp., an Oklahoma corporation (“RCFC”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as Trustee (the “Trustee”) (RCFC and the Trustee are collectively referred to herein as the “Parties”).

Dollar Thrifty Automotive Group Inc – Press Release (February 9th, 2012)

Tulsa, Oklahoma, February 9, 2012:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced the completion of a $100 million forward stock repurchase agreement that was executed on November 3, 2011.  In conjunction with the agreement, the Company repurchased 1,451,193 shares of stock at an average price of approximately $68.91.  After giving effect to the share repurchase, the Company noted it now has approximately 28.1 million common shares outstanding.

Dollar Thrifty Automotive Group Inc – Press Release (December 15th, 2011)

Tulsa, Oklahoma, December 12, 2011:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) announced today that Scott L. Thompson, President and Chief Executive Officer, will assume the role of Chairman of the Board of Directors effective immediately.  Mr. Thompson will assume that role from Richard W. Neu, who will remain on the Board of Directors in the position of Lead Independent Director.

Dollar Thrifty Automotive Group Inc – CONFIDENTIAL TREATMENT REQUESTED BY DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. August 18, 2011 DTG Operations, Inc. (“DTG”) 5330 E. 31st Street Tulsa, Ok 74135 Dear Mr. Cerefice: (November 2nd, 2011)

This letter confirms the agreement (“Agreement”) between DTG Operations, Inc. (“DTG”) and General Motors, LLC (“GM”) regarding DTG’s purchase or lease of GM 2012 model year vehicles under i) the 2012 MY Daily Rental Purchase Program, ii) the 2012 MY National Fleet Purchase Program, and iii) other incentive programs available to DTG.

Dollar Thrifty Automotive Group Inc – TO VEHICLE RENTAL SUPPLY AGREEMENT (November 2nd, 2011)

This FOURTH AMENDMENT (the “Fourth Amendment”) to Vehicle Rental Supply Agreement effective March 5, 2008 (the “Original Agreement”), as previously amended by that First Amendment to Vehicle Rental Supply Agreement effective April 1, 2009 (the “First Amendment”), that Second Amendment to Vehicle Rental Supply Agreement effective July 10, 2009 (the “Second Amendment”), and that Third Amendment to Vehicle Rental Supply Agreement dated June 16, 2011 (the “Third Amendment”), by and between Expedia, Inc., a Washington corporation, individually and as agent for Travelscape, LLC, a Nevada limited liability company dba Expedia Travel, and Carrentals LLC, a Delaware limited liability company (“Carrentals”), and Dollar Thrifty Automotive Group, Inc., a Delaware corporation, for itself and on behalf of its subsidiaries, Affiliates and licensees (collectively, “Supplier”), is entered into as of August 1, 2011 (“Fourth Amendment Effective Date”).  Together, this Fourth Amendment, the Original Agree

Dollar Thrifty Automotive Group Inc – Press Release (November 1st, 2011)

Tulsa, Oklahoma, November 1, 2011:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today reported results for the third quarter ended September 30, 2011.  Net income for the 2011 third quarter was $66.6 million, or $2.13 per diluted share, compared to net income of $49.2 million, or $1.62 per diluted share, for the third quarter of 2010.  Net income for the third quarter of 2011 included a charge of $0.01 per diluted share related to a decrease in fair value of derivatives, compared to income of $0.13 per diluted share for the third quarter of 2010 related to an increase in fair value of derivatives.

Dollar Thrifty Automotive Group Inc – NOTE PURCHASE AGREEMENT (3.21% RENTAL CAR ASSET BACKED NOTES, SERIES 2011-2) among RENTAL CAR FINANCE CORP., as Seller, DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., as Master Servicer, WELLS FARGO BANK, N.A., as Initial Note Purchaser, and THE NOTE PURCHASERS FROM TIME TO TIME PARTY HERETO dated as of October 26, 2011 (October 31st, 2011)

This NOTE PURCHASE AGREEMENT, dated as of October 26, 2011 (as amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is made among RENTAL CAR FINANCE CORP., an Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation (“DTAG” or, in its capacity as master servicer under the Master Lease referred to below, the “Master Servicer”), WELLS FARGO BANK, N.A., a national banking association (the “Initial Note Purchaser”), and the other note purchasers from time to time party hereto (such note purchasers and the Initial Note Purchaser, collectively, the “Note Purchasers”).

Dollar Thrifty Automotive Group Inc – RENTAL CAR FINANCE CORP., as Issuer and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee SERIES 2011-2 SUPPLEMENT dated as of October 26, 2011 to AMENDED AND RESTATED BASE INDENTURE dated as of February 14, 2007 3.21% Rental Car Asset Backed Notes, Series 2011-2 (October 31st, 2011)

THIS SERIES 2011-2 SUPPLEMENT, dated as of October 26, 2011 (as the same may be amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof and of the Base Indenture referred to below, this “Supplement”), between RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC” or the “Issuer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (together with its successors in trust thereunder as provided in the Base Indenture referred to below, the “Trustee”), to the Amended and Restated Base Indenture, dated as of February 14, 2007, between RCFC and the Trustee (as the same may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”).

Dollar Thrifty Automotive Group Inc – Press Release (October 31st, 2011)

Tulsa, Oklahoma, October 26, 2011:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) (the “Company”) today announced that its Rental Car Finance Corp. subsidiary (“RCFC”) completed the private placement of $400 million of Series 2011-2 asset backed medium-term notes.  In connection with the placement, RCFC terminated the outstanding Series 2010-2 Variable Funding Note Facility, which had available undrawn capacity of $300 million, with scheduled amortization payments beginning in July 2013 and an expected final maturity in December 2013.

Dollar Thrifty Automotive Group Inc – ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of October 26, 2011, among DTG OPERATIONS, INC., those Permitted Lessees from time to time becoming additional Lessees hereunder, RENTAL CAR FINANCE CORP., DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Series 2011-2 Letter of Credit Provider (October 31st, 2011)

THIS ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of October 26, 2011 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), those Permitted Lessees (as defined below) that become additional parties to this Agreement from time to time pursuant to the provisions of Section 4.17 hereof (such additional parties hereto and DTG Operations, each a “Lessee” and, collectively, the “Lessees”), RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation as the Guarantor (“DTAG” or the “Guarantor”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Series 2011-2 Letter of Credit Provider (“DBTCA” or the “Series 2011-2 Letter of Credit Provider”).

Dollar Thrifty Automotive Group Inc – MASTER TERMINATION AGREEMENT among RENTAL CAR FINANCE CORP., as Issuer, Lessor, Financing Source and Beneficiary, DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., as Master Servicer and Guarantor, DTG OPERATIONS, INC., as Lessee, Servicer and Lessee Grantor, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Financing Source, Beneficiary and Master Collateral Agent, and WELLS FARGO BANK, N.A., as Note Purchaser Dated as of October 26, 2011 (October 31st, 2011)
Dollar Thrifty Automotive Group Inc – MASTER TERMINATION AGREEMENT among RENTAL CAR FINANCE CORP., as Issuer, Lessor, Financing Source and Beneficiary, DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., as Master Servicer and Guarantor, DTG OPERATIONS, INC., as Lessee, Servicer and Lessee Grantor, DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee, Financing Source, Beneficiary and Master Collateral Agent DEUTSCHE BANK AG, New York Branch, as Administrative Agent, Committed Purchaser and Managing Agent, and SARATOGA FUNDING CORP., LLC, as a Conduit Purchaser, Dated as of October 11, 2011 (October 13th, 2011)
Dollar Thrifty Automotive Group Inc – Press Release (October 11th, 2011)

TULSA, Okla., October 11, 2011 -- Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced that it has formally concluded its process to solicit definitive proposals regarding a potential business combination.  On August 21, 2011, Dollar Thrifty issued a letter advising parties of the Company's intention to solicit for submission in early October 2011 best and final definitive proposals regarding a potential business combination.  In its letter, Dollar Thrifty stated that any proposal that did not eliminate the antitrust regulatory risk of the transaction for its shareholders would not likely be acceptable.  As of October 10, 2011, the Company had not received any proposals meeting this criterion.  Consequently, Dollar Thrifty has terminated its solicitation process and will continue to execute its current stand-alone plan.

Dollar Thrifty Automotive Group Inc – AMENDED AND RESTATED MASTER MOTOR VEHICLE LEASE AND SERVICING AGREEMENT (GROUP VII) dated as of September 29, 2011 among RENTAL CAR FINANCE CORP. as Lessor, DTG OPERATIONS, INC., as Lessee and Servicer, and those Permitted Lessees from time to time becoming Lessees and Servicers hereunder and DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. as Guarantor and Master Servicer (October 4th, 2011)

This Amended and Restated Master Motor Vehicle Lease and Servicing Agreement (this “Base Lease” and, as supplemented by the Lease Annexes, this “Agreement” or “Lease”), dated as of September 29, 2011, is by and among RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (the “Lessor” or “RCFC”), DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), as lessee and servicer, and those Permitted Lessees (as defined herein) from time to time becoming Lessees hereunder pursuant to Section 28 hereof (each, an “Additional Lessee”), as lessee and servicer (DTG Operations and the Additional Lessees, in their respective capacities as lessees, each a “Lessee” and, collectively, the “Lessees”, and, in their respective capacities as servicers, each a “Servicer” and, collectively, the “Servicers”), and DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a  Delaware corporation (“DTAG”), as master servicer (in such capacity, the “Master Servicer”) and as guarantor (in such capacity, the “Gua

Dollar Thrifty Automotive Group Inc – AMENDED AND RESTATED NOTE PURCHASE AGREEMENT (RENTAL CAR ASSET BACKED VARIABLE FUNDING NOTES, SERIES 2010-3) among RENTAL CAR FINANCE CORP., as Seller, DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., as Master Servicer, THE CONDUIT PURCHASERS FROM TIME TO TIME PARTY HERETO, THE COMMITTED PURCHASERS FROM TIME TO TIME PARTY HERETO, THE MANAGING AGENTS FROM TIME TO TIME PARTY HERETO, and DEUTSCHE BANK AG, NEW YORK BRANCH, as Administrative Agent dated as of September 29, 2011 (October 4th, 2011)

This AMENDED AND RESTATED NOTE PURCHASE AGREEMENT, dated as of September 29, 2011 (as amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is made among RENTAL CAR FINANCE CORP., an Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation (“DTAG” or, in its capacity as master servicer under the Master Lease referred to below, the “Master Servicer”), the entities from time to time party hereto as Conduit Purchasers, the entities from time to time party hereto as Committed Purchasers, the entities from time to time party hereto as Managing Agents, and the Administrative Agent named herein.

Dollar Thrifty Automotive Group Inc – RENTAL CAR FINANCE CORP., as Issuer and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee AMENDED AND RESTATED SERIES 2010-3 SUPPLEMENT dated as of September 29, 2011 to AMENDED AND RESTATED BASE INDENTURE dated as of February 14, 2007 Rental Car Asset Backed Variable Funding Notes, Series 2010-3 (October 4th, 2011)

THIS AMENDED AND RESTATED SERIES 2010-3 SUPPLEMENT, dated as of September 29, 2011 (as the same may be amended, supplemented, restated or otherwise modified from time to time in accordance with the terms hereof and of the Base Indenture referred to below, this “Supplement”), between RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC” or the “Issuer”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation (together with its successors in trust thereunder as provided in the Base Indenture referred to below, the “Trustee”), to the Amended and Restated Base Indenture, dated as of February 14, 2007, between RCFC and the Trustee (as the same may be further amended, supplemented, restated or otherwise modified from time to time in accordance with its terms, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”).

Dollar Thrifty Automotive Group Inc – Press Release (October 4th, 2011)

Tulsa, Oklahoma, September 30, 2011:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced that its Rental Car Finance Corp. subsidiary completed the early renewal of  its Series 2010-3  Asset Backed Variable Funding Notes (‘the Conduit Facility”).  In conjunction with the renewal, available capacity under the Conduit Facility was increased to $600 million from $450 million, and the revolving period under the facility was extended to a two-year tenor from the previous 364-day structure.  Additionally, the advance rate was increased from approximately 65 percent to approximately 69 percent.

Dollar Thrifty Automotive Group Inc – TENTH AMENDMENT TO CREDIT AGREEMENT (September 26th, 2011)

TENTH AMENDMENT TO CREDIT AGREEMENT (this “Tenth Amendment”), dated as of September 23, 2011, among DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation (the “Borrower”), various financial institutions that are party to the Credit Agreement referred to below (the “Lenders”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”). All capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement.

Dollar Thrifty Automotive Group Inc – Press Release (September 26th, 2011)

Tulsa, Oklahoma, September 26, 2011:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today announced the completion of an amendment to its senior secured credit facility that increased the aggregate amount of share repurchases permitted under the facility.  The Company simultaneously announced that the Board of Directors has increased the authorization of the share repurchase program previously announced on February 24, 2011 from $100 million to $400 million.

Dollar Thrifty Automotive Group Inc – TENTH AMENDMENT TO CREDIT AGREEMENT (September 26th, 2011)

TENTH AMENDMENT TO CREDIT AGREEMENT (this “Tenth Amendment”), dated as of September 23, 2011, among DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation (the “Borrower”), various financial institutions that are party to the Credit Agreement referred to below (the “Lenders”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as administrative agent for the Lenders (in such capacity, the “Administrative Agent”). All capitalized terms used herein and not otherwise defined shall have the respective meanings provided such terms in the Credit Agreement.

Dollar Thrifty Automotive Group Inc – Vehicle Rental Supply Agreement (August 8th, 2011)

This VEHICLE RENTAL SUPPLY AGREEMENT (the “Agreement”) is effective as of March 5, 2008 (the “Effective Date”), by and between Expedia, Inc., a Washington corporation, individually and as agent for Travelscape, Inc. dba Expedia Travel, a Nevada corporation (“EI”) and Dollar Thrifty Automotive Group, Inc., a Delaware corporation, for itself and on behalf of its subsidiaries, Affiliates and licensees collectively (“Supplier”).  All undefined capitalized terms used in this Agreement shall have the definition set forth on Exhibit A, attached hereto, or as defined and set forth on Exhibit B, attached hereto.

Dollar Thrifty Automotive Group Inc – AMENDMENT NO. 2 TO SECOND AMENDED AND RESTATED MASTER COLLATERAL AGENCY AGREEMENT Dated as of July 18, 2011 (August 8th, 2011)

This Amendment No. 2 to Second Amended and Restated Master Collateral Agency Agreement, dated as of July 18, 2011 (this “Amendment”) is among Dollar Thrifty Automotive Group, Inc., a Delaware corporation (“DTAG”), as Master Servicer, DTG Operations, Inc., an Oklahoma corporation (“DTG Operations”), as a grantor and as Servicer, Rental Car Finance Corp, an Oklahoma corporation (“RCFC”), as a grantor, and Deutsche Bank Trust Company Americas, a New York banking corporation, as Master Collateral Agent (“DBTCA”, collectively with DTAG, DTG Operations, RCFC, each Financing Source and each Beneficiary, the “Parties”).

Dollar Thrifty Automotive Group Inc – Press Release (August 8th, 2011)

Tulsa, Oklahoma, August 8, 2011:  Dollar Thrifty Automotive Group, Inc. (NYSE: DTG) today reported results for the second quarter ended June 30, 2011.  Net income for the 2011 second quarter was $42.5 million, or $1.36 per diluted share, compared to net income of $42.3 million, or $1.40 per diluted share, for the second quarter of 2010.  Net income for the second quarter of 2011 included income of $0.01 per diluted share, compared to income of $0.15 per diluted share for the second quarter of 2010 related to increases in fair value of derivatives.

Dollar Thrifty Automotive Group Inc – Amendment 01 to the Services Agreement between Dollar Thrifty Automotive Group, Inc. and HP Enterprise Services LLC for (August 8th, 2011)

This Amendment number one (01) to the Services Agreement, including all attachments, exhibits, and schedules attached hereto and incorporated herein by reference (collectively, “Amendment 01”) is entered into as of the last date executed by the Parties (the “Amendment 01 Effective Date”), by and between Dollar Thrifty Automotive Group, Inc. (“Customer”), and HP Enterprise Services LLC (“Provider”).

Dollar Thrifty Automotive Group Inc – ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of July 28, 2011, among DTG OPERATIONS, INC., those Permitted Lessees from time to time becoming additional Lessees hereunder, RENTAL CAR FINANCE CORP., DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Series 2011-1 Letter of Credit Provider (August 3rd, 2011)

THIS ENHANCEMENT LETTER OF CREDIT APPLICATION AND AGREEMENT, dated as of July 28, 2011 (as amended, supplemented, amended and restated or otherwise modified from time to time in accordance with the terms hereof, this “Agreement”), is entered into by and among DTG OPERATIONS, INC., an Oklahoma corporation (“DTG Operations”), those Permitted Lessees (as defined below) that become additional parties to this Agreement from time to time pursuant to the provisions of Section 4.17 hereof (such additional parties hereto and DTG Operations, each a “Lessee” and, collectively, the “Lessees”), RENTAL CAR FINANCE CORP., a special purpose Oklahoma corporation (“RCFC”), DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., a Delaware corporation as the Guarantor (“DTAG” or the “Guarantor”), and DEUTSCHE BANK TRUST COMPANY AMERICAS, as the Series 2011-1 Letter of Credit Provider (“DBTCA” or the “Series 2011-1 Letter of Credit Provider”).