AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT by and among VANGUARD CAR RENTAL HOLDINGS LLC, WORLDWIDE EXCELLERATED LEASING LTD. and THE INITIAL HOLDERS SPECIFIED ON THE SIGNATURE PAGES HEREOF Dated as of August 1, 2006Registration Rights Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking • Delaware
This AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made and entered into as of August 1, 2006, by and among Vanguard Car Rental Holdings LLC, a Delaware limited liability company (the “Company”), Worldwide Excellerated Leasing Ltd., a Bermuda company (“Worldwide”), Cerberus Vanguard Investor L.P., a Cayman limited partnership (“Cerberus”), William E. Lobeck, an individual and his Affiliates specified on the signature pages hereof (“Lobeck”), and the individuals specified on the signature pages hereof (the “Executives” and together with Cerberus and Lobeck, the “Initial Holders”).
Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment as indicated by [REDACTED] and separately filed with the Commission.Letter Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking
This confirms the agreement (“Agreement”) between Vanguard Car Rental USA Inc. (“Vanguard”) and General Motors (“GM”) regarding the 2005 and 2006 Model Year Daily Rental Purchase Program, other incentives available to Vanguard, conditions attached to each class of incentives and, the availability of and purchase requirements for a daily rental model year program for model years 2007 and 2008. The terms are set forth below:
NOTE PURCHASE AGREEMENT Dated as of October 14, 2003 by and among Vanguard Car Rental USA Inc., Alamo Rental (US) Inc., National Rental (US) Inc. as Companies Vanguard Car Rental USA Holdings Inc., as Guarantor, the Purchasers herein and Madeleine...Note Purchase Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking • New York
Each of Vanguard Car Rental USA Holdings Inc., a Delaware corporation (the “Parent”), Vanguard Car Rental USA Inc., a Delaware corporation (“Vanguard “), Alamo Rental (US) Inc., a Delaware corporation (“Alamo”) and National Rental (US) Inc., a Delaware corporation (“National” and together with Vanguard and Alamo, the “Companies”), hereby agrees with the purchasers party hereto (together with their successors and assigns, collectively, the “Purchasers”) and Madeleine L.L.C., a New York limited liability company, as administrative agent and collateral agent for the Purchasers (in such capacities, the “Agent”) as follows:
Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment as indicated by [REDACTED] and separately filed with the Commission.STD STD STD • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking
This confirms the agreement (“Agreement”) between Vanguard Car Rental USA Inc. (“Vanguard”) and General Motors (“GM”) regarding the 2006 Model Year Daily Rental Purchase Program, other incentives available to Vanguard, conditions attached to each class of incentives and, the availability of and purchase requirements for a daily rental model year program for model years 2007 and 2008. The terms are set forth below:
AIRCRAFT MANAGEMENT AGREEMENTAircraft Management Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking • Oklahoma
This Aircraft Management Agreement (this “Agreement”) is entered into effective as of this 22nd day of May, 2003 between 7700 PROPERTIES, L.L.C., an Oklahoma limited liability company (“Owner”), and UNITED STATES AVIATION CO., an Oklahoma corporation (“Manager”).
ContractVanguard Car Rental Group Inc. • September 20th, 2006 • Services-automotive repair, services & parking
Certain portions of this exhibit have been omitted pursuant to a request for confidential treatment as indicated by [REDACTED] and separately filed with the Commission.
MASTER INFORMATION TECHNOLOGY SERVICES AGREEMENT DATED JULY 16, 2003 BETWEEN VANGUARD CAR RENTAL USA INC., A DELAWARE CORPORATION AND PEROT SYSTEMS CORPORATION, A DELAWARE CORPORATIONMaster Information Technology Services Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking • New York
This Master Information Technology Services Agreement (this “MSA”), dated July 16, 2003 (the “Agreement Date”), is between: (i) Perot Systems Corporation, a Delaware corporation (“Perot Systems”) having its principal place of business at 2300 West Plano Parkway, Plano, Texas 75075; and (ii) Vanguard Car Rental USA Inc., a Delaware corporation, having its principal place of business at 200 South Andrews Avenue, Ft. Lauderdale, Florida 33301 (“Newco”). This MSA is not effective until the occurrence of the Effective Date (defined below).
AMENDMENT NO. 1 TO MASTER INFORMATION TECHNOLOGY SERVICES AGREEMENTTermination and Assignment Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking • New York
THIS AMENDMENT NO. 1 TO MASTER INFORMATION TECHNOLOGY SERVICES AGREEMENT (this “Amendment”), is dated as of October , 2003, to the Master Information Technology Services Agreement, dated July 16, 2003 (the “MSA”), between Vanguard Car Rental USA Inc., a Delaware corporation (“Newco”), and Perot Systems Corporation, a Delaware corporation (“Perot Systems”).
NOTE PURCHASE AGREEMENT Dated as of October 14, 2003 by and among Vanguard Car Rental USA Holdings Inc., the Purchasers herein and Madeleine L.L.C. as Administrative Agent and Collateral Agent 15% Secured Junior Subordinated Notes due September 30, 2008Note Purchase Agreement • September 20th, 2006 • Vanguard Car Rental Group Inc. • Services-automotive repair, services & parking • New York
Vanguard Car Rental USA Holdings Inc., a Delaware corporation (the “Company”), hereby agrees with the purchasers party hereto (together with their successors and assigns, collectively, the “Purchasers”) and Madeleine L.L.C., a New York limited liability company, as administrative agent and collateral agent for the Purchasers (in such capacities, the “Agent”) as follows:
