ContractIndemnification Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
INDEMNIFICATION AGREEMENT, dated as of _______ __, 2016, between Hertz Global Holdings, Inc., a Delaware corporation (formerly known as Hertz Rental Car Holding Company, Inc. and referred to herein as the “Company”), and [__________] (“Indemnitee”).
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc.), a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2016 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a 2016 Long Term Incentive Award Summary (or applicable portion thereof) (the “Award Summary”). The Award Summary, which identifies the person to whom the restricted stock units are granted (the “Participant”) and specifies the date of grant of this Award (the “Grant Date”) and other details of this Award under the Plan, and the electronic acceptance of this Agreement, are incorporated herein by reference.
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
THIS PERFORMANCE STOCK UNIT AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc.), a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2016 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a 2016 Long Term Incentive Award Summary (or applicable portion thereof) (the “Award Summary”). The Award Summary, which identifies the person to whom the performance stock units are granted (the “Participant”) and specifies the date of grant of this Award (the “Grant Date”) and other details of this Award under the Plan, and the electronic acceptance of this Agreement, are incorporated herein by reference.
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
This RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”), dated as of the Grant Date set forth on the signature page hereof, is entered into by and between Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc.), a Delaware corporation (the “Company”), and the individual whose name is set forth on the director section of the signature page hereof (the “Director”).
EMPLOYEE STOCK OPTION AGREEMENTEmployee Stock Option Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
THIS EMPLOYEE STOCK OPTION AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc.), a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2016 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a 2016 Long Term Incentive Award Summary (or applicable portion thereof) (the “Award Summary”). The Award Summary, which identifies the person to whom the options are granted (the “Participant”) and specifies the date of grant of this Award (the “Grant Date”) and other details of this Award under the Plan, and the electronic acceptance of this Agreement, are incorporated herein by reference.
Hertz Global Holdings, Inc. Common Stock Underwriting AgreementUnderwriting Agreement • November 5th, 2021 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
FOURTH AMENDED AND RESTATED MASTER EXCHANGE AGREEMENT dated as of June 30, 2016 among THE HERTZ CORPORATION, as a Legal Entity and Exchangor, HERTZ VEHICLE FINANCING LLC, as a Legal Entity and Exchangor, HERTZ GENERAL INTEREST LLC, as a Legal Entity...Master Exchange Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
This FOURTH AMENDED AND RESTATED MASTER EXCHANGE AGREEMENT (as may be amended, restated or otherwise modified in accordance with the terms hereof, this “Agreement”) is entered into as of June 30, 2016, by and among, HERTZ CAR EXCHANGE INC., a Delaware corporation (the “QI”), DB SERVICES AMERICAS, INC., a Delaware limited liability company (“DB Services”), THE HERTZ CORPORATION, a Delaware corporation (“Hertz”), HERTZ VEHICLE FINANCING LLC, a Delaware limited liability company (“HVF”), HERTZ GENERAL INTEREST LLC, a Delaware limited liability company (“HGI”) and HERTZ CAR SALES LLC (“HCS”), a Delaware limited liability company.
CREDIT AGREEMENT Among THE HERTZ CORPORATION, THE SUBSIDIARY BORROWERS PARTY HERETO, as Borrowers, THE SEVERAL LENDERS FROM TIME TO TIME PARTIES HERETO, BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent, CREDIT AGRICOLE CORPORATE AND...Credit Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
CREDIT AGREEMENT, dated as of June 30, 2016 among THE HERTZ CORPORATION, a Delaware corporation (together with its successors and assigns, the “Parent Borrower”), the Subsidiary Borrowers (as hereinafter defined) from time to time party hereto (together with the Parent Borrower, the “Borrowers” and each individually, a “Borrower”), the several banks and other financial institutions from time to time parties to this Agreement (as further defined in Section 1.1, the “Lenders”) and Barclays Bank PLC (“Barclays”), as administrative agent and collateral agent for the Lenders hereunder (in such capacities, respectively, and as further defined in Section 1.1, the “Administrative Agent” and the “Collateral Agent”); with Credit Agricole Corporate and Investment Bank, as syndication agent (in such capacity, the “Syndication Agent”), and Bank of America, N.A., Bank of Montreal, BNP Paribas, Citibank, N.A., Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A. and Royal Bank of Canada, each as a co-do
TAX MATTERS AGREEMENT by and among Herc Holdings Inc., The Hertz Corporation, Herc Rentals Inc. and Hertz Global Holdings, Inc. Dated as of , 2016Tax Matters Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS TAX MATTERS AGREEMENT (this “Agreement”), dated as of , 2016, is by and between Herc Holdings Inc. (f/k/a Hertz Global Holdings, Inc.), a Delaware corporation (“HERC Parent”), The Hertz Corporation, a Delaware corporation (“THC”), Herc Rentals Inc. (f/k/a Hertz Equipment Rental Corporation), a Delaware corporation (“HERC”) and Hertz Global Holdings, Inc. (f/k/a Hertz Rental Car Holding Company, Inc.), a Delaware corporation (“RAC Parent”). Each of HERC Parent, THC, HERC and RAC Parent is sometimes referred to herein as a “Party” and, collectively, as the “Parties.”
SEPARATION AGREEMENTSeparation Agreement • February 10th, 2017 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • Delaware
This Separation Agreement (this "Agreement") is entered into by and among Jeffrey T. Foland ("Executive"), Hertz Global Holdings, Inc. ("Holdings") and The Hertz Corporation (together with their subsidiaries and divisions, "Hertz," the "Company" or the "Companies"), on February 10, 2017. Reference is made to the Hertz Global Holdings, Inc. Severance Plan for Senior Executives, as amended (the "Severance Plan"), and all capitalized terms used in this Agreement and not otherwise defined herein are as defined in the Severance Plan.
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • May 27th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
This letter agreement (this “Agreement”) shall become effective upon the earlier of the appointment of any Icahn Designee to the Board of Directors (the “Board”) of Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc. and referred to in this Agreement as the “Company”) or the completion of the spin-off of the Company as a separate, publicly-traded corporation. Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to such terms in the Nomination and Standstill Agreement (the “Nomination Agreement”), dated as of September 15, 2014, among Hertz Global Holdings, Inc. and the Icahn Group. The Company understands and agrees that, subject to the terms of, and in accordance with, this Agreement, an Icahn Designee may, if and to the extent he or she desires to do so, disclose information he or she obtains while serving as a member of the Board to you and your Representatives (as hereinafter defined), and may discuss suc
LIMITED WAIVER AND FIRST AMENDMENTHertz Global Holdings, Inc • May 5th, 2020 • Services-auto rental & leasing (no drivers) • New York
LIMITED WAIVER AND FIRST AMENDMENT, dated as of May 4, 2020 (this “Waiver and Amendment”), among THE HERTZ CORPORATION, a Delaware corporation (together with its successors and assigns, the “Parent Borrower”), the other Loan Parties party hereto, the several banks and other financial institutions parties hereto as Lenders and the Administrative Agent (as defined below).
SEPARATION AGREEMENTSeparation Agreement • December 13th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers)
This Separation Agreement (this "Agreement") is entered into by and among John Tague ("Tague"), Hertz Global Holdings, Inc. ("Holdings") and The Hertz Corporation (hereinafter, together with their subsidiaries and divisions, "Hertz," the "Company" or the "Companies"), on December 12, 2016. Reference is made to the Employment Agreement, dated as of November 21, 2014, between Holdings and Tague (the "Employment Agreement"), and the Hertz Global Holdings, Inc. Severance Plan for Senior Executives, as amended (the "Severance Plan"), and all capitalized terms used in this Agreement and not otherwise defined herein are as defined in the Employment Agreement.
REGISTRATION RIGHTS AGREEMENT BY AND AMONG HERTZ GLOBAL HOLDINGS, INC. AND THE PERSONS LISTED ON THE SIGNATURE PAGES HEREOF DATED AS OF JUNE 30, 2016Registration Rights Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 30, 2016, by and among Hertz Global Holdings, Inc. (“Hertz”) and the Holders (as hereinafter defined) of Registrable Securities (as hereinafter defined), including any Additional Holders (as hereinafter defined) who subsequently become parties to this Agreement in accordance with the terms of this Agreement.
EMPLOYEE MATTERS AGREEMENTEmployee Matters Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • New York
THIS EMPLOYEE MATTERS AGREEMENT (this “Agreement”), is entered into as of [ ], 2016 by and between Hertz Global Holdings, Inc., a Delaware corporation (f/k/a Hertz Rental Car Holdings Company, Inc., “New Hertz Holdings”), and HERC Holdings Inc., a Delaware corporation (f/k/a Hertz Global Holdings, Inc., “HERC Holdings”) (each a “Party” and together, the “Parties”).
SEPARATION AND DISTRIBUTION AGREEMENT between HERTZ GLOBAL HOLDINGS, INC. and HERC HOLDINGS INC. Dated as of , 2016Separation and Distribution Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • New York
Number Schedule Schedule 1.2(1) HERC Holdings Actions Schedule 1.2(2) HERC Holdings Assets Schedule 1.2(3) HERC Holdings Equity Interests Schedule 1.2(4) HERC Holdings Liabilities Schedule 1.2(5) HERC Holdings Group Indebtedness Schedule 1.2(6) HERC Holdings Information Statement Disclosure Schedule 1.2(7) Certain Shared Form 10 / Information Statement Disclosure Schedule 1.2(8) HERC Holdings Known Environmental Liabilities Schedule 1.2(9) HERC Holdings Properties Schedule 1.2(10) HERC Holdings Discontinued Businesses Schedule 1.2(11) Hertz Actions Schedule 1.2(12) Hertz Assets Schedule 1.2(13) New Hertz Holdings Equity Interests Schedule 1.2(14) Hertz Group Schedule 1.2(15) Hertz Liabilities Schedule 1.2(16) Hertz Group Indebtedness Schedule 1.2(17) New Hertz Holdings Form 10 Disclosure Schedule 1.2(18) New Hertz Holdings Properties Schedule 1.2(19) New Hertz Holdings Discontinued Businesses Schedule 1.2(20) Known Environmental Liabilities Schedule 1.2(21) Certain Shared Contracts Sch
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
THIS PERFORMANCE STOCK UNIT AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc.), a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2016 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a 2016 Long Term Incentive Award Summary (or applicable portion thereof) (the “Award Summary”). The Award Summary, which identifies the person to whom the performance stock units are granted (the “Participant”) and specifies the date of grant of this Award (the “Grant Date”) and other details of this Award under the Plan, and the electronic acceptance of this Agreement, are incorporated herein by reference.
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • Delaware
THIS PERFORMANCE STOCK UNIT AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc.), a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2016 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a 2016 Long Term Incentive Award Summary (or applicable portion thereof) (the “Award Summary”). The Award Summary, which identifies the person to whom the performance stock units are granted (the “Participant”) and specifies the date of grant of this Award (the “Grant Date”) and other details of this Award under the Plan, and the electronic acceptance of this Agreement, are incorporated herein by reference.
GUARANTEE AND COLLATERAL AGREEMENT made by RENTAL CAR INTERMEDIATE HOLDINGS, LLC, THE HERTZ CORPORATION and certain of its Subsidiaries in favor of BARCLAYS BANK PLC, as Administrative Agent and Collateral Agent Dated as of June 30, 2016Guarantee and Collateral Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of June 30, 2016, made by RENTAL CAR INTERMEDIATE HOLDINGS, LLC, a Delaware limited liability company (together with its successors and assigns, “Holdings”), THE HERTZ CORPORATION, a Delaware corporation (in its specific capacity as Parent Borrower, together with its successors and assigns, the “Parent Borrower”) and certain of its Subsidiaries from time to time party hereto, in favor of BARCLAYS BANK PLC, as collateral agent (in such capacity, and together with its successors and assigns in such capacity, the “Collateral Agent”) and administrative agent (in such capacity, and together with its successors and assigns in such capacity, the “Administrative Agent”) for the Secured Parties (as such term is defined herein).
CONFIDENTIALITY AGREEMENTConfidentiality Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • Delaware
This letter agreement (this “Agreement”) shall become effective upon the earlier of the appointment of any Icahn Designee to the Board of Directors (the “Board”) of Hertz Global Holdings, Inc. (formerly known as Hertz Rental Car Holding Company, Inc. and referred to in this Agreement as the “Company”) or the completion of the spin-off of the Company as a separate, publicly-traded corporation. Capitalized terms used but not otherwise defined in this Agreement shall have the meanings given to such terms in the Nomination and Standstill Agreement (the “Nomination Agreement”), dated as of September 15, 2014, among Hertz Global Holdings, Inc. and the Icahn Group. The Company understands and agrees that, subject to the terms of, and in accordance with, this Agreement, an Icahn Designee may, if and to the extent he or she desires to do so, disclose information he or she obtains while serving as a member of the Board to you and your Representatives (as hereinafter defined), and may discuss suc
INTELLECTUAL PROPERTY AGREEMENTTrademark Assignment Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • New York
This INTELLECTUAL PROPERTY AGREEMENT (this “Agreement” or “IPA”), effective as of this ____ day of ________2016 (the “Effective Date”) among THE HERTZ CORPORATION, a Delaware corporation, with an address of 8501 Williams Road, Estero, Florida 33928 (hereinafter “THC”); HERTZ SYSTEM, INC., a Delaware corporation, with an address of 8501 Williams Road, Estero, Florida 33928, United States of America (hereinafter “HSI”) and HERC RENTALS INC., a Delaware corporation, with an address of 27500 Riverview Center Blvd., Bonita Springs, Florida 34134, United States of America (hereinafter “HERC”) (hereinafter referred to collectively as the “Parties” and individually as a “Party”).
HVF II SERIES 2013-A FORBEARANCE AGREEMENTForbearance Agreement • May 5th, 2020 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
This HVF II SERIES 2013-A FORBEARANCE AGREEMENT, dated as of May 4, 2020 (this “Forbearance Agreement”), by and among The Hertz Corporation, a Delaware corporation (“Hertz”), Hertz Vehicle Financing LLC (“HVF”), Hertz Vehicle Financing II LP, a Delaware special purpose limited partnership (“HVF II”), whose general partner is HVF II GP Corp., a Delaware special purpose corporation, and whose limited partner is Hertz, DTG Operations, Inc., an Oklahoma corporation (“DTG” and together with Hertz, HVF, and HVF II, the “Hertz Parties”), Deutsche Bank AG, New York Branch, as administrative agent (the “Administrative Agent”), and the several financial institutions that serve as committed note purchasers, the several commercial paper conduits, and certain funding agents for the investor groups, in each case, listed on Schedule I hereto (collectively, the “Forbearing Noteholders” and, together with the Administrative Agent, the “Forbearing Parties”).
FOURTH AMENDED AND RESTATED ESCROW AGREEMENTEscrow Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
This FOURTH AMENDED AND RESTATED ESCROW AGREEMENT (as amended, modified or supplemented from time to time in accordance with the provisions hereof, this “Escrow Agreement”) is entered into as of June 30, 2016, by and among, HERTZ CAR EXCHANGE INC., a Delaware corporation (the “QI”), Deutsche Bank Trust Company Americas, as the escrow agent (the “Escrow Agent”), THE HERTZ CORPORATION, a Delaware corporation (“Hertz”), HERTZ VEHICLE FINANCING LLC, a Delaware limited liability company (“HVF”), HERTZ GENERAL INTEREST LLC, a Delaware limited liability company (“HGI”) and HERTZ CAR SALES LLC, a Delaware limited liability company (“HCS”).
LIMITED WAIVER, FORBEARANCE AND AMENDMENTHertz Global Holdings, Inc • May 5th, 2020 • Services-auto rental & leasing (no drivers) • New York
LIMITED WAIVER, FORBEARANCE AND AMENDMENT, dated as of May 4, 2020 (this “Waiver and Amendment”), among THE HERTZ CORPORATION, a Delaware corporation (together with its successors and assigns, the “Company”), the other Loan Parties party hereto, the several banks and other financial institutions parties hereto as Lenders, the Issuing Lender (as defined below) and the Administrative Agent (as defined below).
CHANGE IN CONTROL SEVERANCE AGREEMENT FOR EXECUTIVE OFFICERS AND CERTAIN NEW KEY EMPLOYEESSeparation Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • New Jersey
This Severance Agreement (this “Agreement”) is made as of , 20 by and between Hertz Global Holdings, Inc., a Delaware corporation, and any successor to the business and/or assets of the Company that assumes this Agreement (the “Company”), and (“Executive”).
TRANSITION SERVICES AGREEMENT between HERTZ GLOBAL HOLDINGS, INC. and HERC HOLDINGS INC. Dated as of June 30, 2016Transition Services Agreement • July 7th, 2016 • Hertz Global Holdings, Inc • Services-auto rental & leasing (no drivers) • New York
TRANSITION SERVICES AGREEMENT (this “Transition Services Agreement”), dated as of June 30, 2016 (the “Effective Date”), between Hertz Global Holdings, Inc., a Delaware corporation (f/k/a Hertz Rental Car Holding Company, Inc., “New Hertz Holdings”), and Herc Holdings Inc., a Delaware corporation (f/k/a Hertz Global Holdings, Inc., “Herc Holdings”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Separation Agreement (as defined below).
TRANSITION SERVICES AGREEMENTTransition Services Agreement • May 20th, 2016 • Hertz Rental Car Holding Company, Inc. • Services-auto rental & leasing (no drivers) • New York
TRANSITION SERVICES AGREEMENT (this “Transition Services Agreement”), dated as of [ ], 2016 (the “Effective Date”), between Hertz Global Holdings, Inc., a Delaware corporation (f/k/a Hertz Rental Car Holding Company, Inc., “New Hertz Holdings”), and Herc Holdings Inc., a Delaware corporation (f/k/a Hertz Global Holdings, Inc., “Herc Holdings”). Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Separation Agreement (as defined below).
LIMITED WAIVER, FORBEARANCE AND FIRST AMENDMENTHertz Global Holdings, Inc • May 5th, 2020 • Services-auto rental & leasing (no drivers) • New York
LIMITED WAIVER, FORBEARANCE AND FIRST AMENDMENT, dated as of May 4, 2020 (this “Waiver and Amendment”), among THE HERTZ CORPORATION, a Delaware corporation (together with its successors and assigns, the “Applicant”), the other Credit Parties party hereto, the several banks and other financial institutions parties hereto as Lenders and the Administrative Agent (as defined below).
