MASTER MOTOR VEHICLE LEASE AND SERVICING AGREEMENT (GROUP VII) dated as of October 28, 2010 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...And Servicing Agreement • November 2nd, 2010 • Dollar Thrifty Automotive Group Inc • Services-auto rental & leasing (no drivers) • New York
This Master Motor Vehicle Lease and Servicing Agreement (this “Base Lease” and, as supplemented by the Lease Annexes, this “Agreement” or “Lease”), dated as of October 28, 2010, 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 “Guarantor”).
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...Note Purchase Agreement • November 2nd, 2010 • Dollar Thrifty Automotive Group Inc • Services-auto rental & leasing (no drivers) • New York
This NOTE PURCHASE AGREEMENT, dated as of October 28, 2010 (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.
RENTAL CAR FINANCE CORP., as Issuer and DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee SERIES 2010-3 SUPPLEMENT dated as of October 28, 2010 to AMENDED AND RESTATED BASE INDENTURE dated as of February 14, 2007 Rental Car Asset Backed Variable...Increases and Decreases • November 2nd, 2010 • Dollar Thrifty Automotive Group Inc • Services-auto rental & leasing (no drivers) • New York
THIS SERIES 2010-3 SUPPLEMENT, dated as of October 28, 2010 (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”).
COLLATERAL ASSIGNMENT OF EXCHANGE AGREEMENTExchange Agreement • November 2nd, 2010 • Dollar Thrifty Automotive Group Inc • Services-auto rental & leasing (no drivers) • New York
This Collateral Assignment of Exchange Agreement (this “Assignment”) is made and entered into as of October 28, 2010 by and among Rental Car Finance Corp., an Oklahoma corporation (“RCFC”), DTG Operations, Inc., an Oklahoma corporation (“DTG Operations”), and Deutsche Bank Trust Company Americas, not in its individual capacity but as agent for the Beneficiaries (in such capacity, the “Master Collateral Agent”).
AMENDMENT NO. 2 TO MASTER EXCHANGE AND TRUST AGREEMENT, dated as of July 23, 2001, and previously amended April 23, 2010 among RENTAL CAR FINANCE CORP., DTG OPERATIONS, INC., THRIFTY RENT-A-CAR SYSTEM, INC., DB LIKE-KIND EXCHANGE SERVICES CORP.,...Master Exchange and Trust Agreement • November 2nd, 2010 • Dollar Thrifty Automotive Group Inc • Services-auto rental & leasing (no drivers) • New York
This Amendment No. 2 to Master Trust and Exchange Agreement (this “Amendment”) is entered into as of October 28, 2010 by and between Rental Car Finance Corp., a special purpose Oklahoma corporation (“RCFC”), DTG Operations, Inc., an Oklahoma corporation (f/k/a Dollar Rent A Car Systems, Inc.) (“DTG Operations”), Thrifty Rent-A-Car System, Inc., an Oklahoma corporation (“Thrifty”), DB Like-Kind Exchange Services Corp., a Delaware corporation (“DBLKESC”), solely in its capacity as a member of VEXCO, LLC (as successor to Chicago Deferred Exchange Company LLC), VEXCO, LLC, a Delaware limited liability company wholly owned by DBLKESC (the “Qualified Intermediary”), and Deutsche Bank Trust Company Americas (“DBTCA” and, together with RCFC, DTG Operations, Thrifty, DBLKESC and the Qualified Intermediary, the “Parties”), as qualified trustee (as successor to Bank of America, N.A.).
