Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting forth the names of each Escrow Account); Exhibit 5.7 (setting forth notification information) and Exhibit 8.8 (setting forth notification information). DTG Operations hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false. (b) Each of RCFC and DTG Operations hereby severally (and not jointly) agrees that (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV Noteholders without the prior written consent of the Required Noteholders of all Group IV Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting forth the names of each Escrow Account); Exhibit 5.7 (setting forth notification information) and Exhibit 8.8 (setting forth notification information).
Appears in 2 contracts
Samples: Collateral Assignment of Exchange Agreement, Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, DTG Operations Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, DTG Operations Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification informationcontact information in the event of a Shortfall Amount); and (v) and Exhibit 8.8 (setting forth notification information). DTG Operations hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false.
(b) Each of RCFC and DTG Operations hereby severally (and not jointly) agrees that that: (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV VII Noteholders without the prior written consent of the Required Noteholders of all Group IV VII Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV VII Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, DTG Operations Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, DTG Operations Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification information); and (v) and Exhibit 8.8 (setting forth notification informationcontact information in the event of a Shortfall Amount).
Appears in 1 contract
Samples: Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; , provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting sets forth the names of each Escrow Account); Exhibit 5.7 (setting sets forth notification information) and Exhibit 8.8 (setting sets forth notification information). DTG Operations Dollar hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false. Thrifty hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(d) to be false.
(b) Each of RCFC RCFC, Dollar and DTG Operations Thrifty hereby severally (and not jointly) agrees that (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV Series 2000-1 Noteholders without the prior written consent of the Series 2000-1 Required Noteholders of all Group IV Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV Series 2000-1 Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting sets forth the names of each Escrow Account); Exhibit 5.7 (setting sets forth notification information) and Exhibit 8.8 (setting sets forth notification information).
Appears in 1 contract
Samples: Collateral Assignment Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, Dollar Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, Dollar Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification informationcontact information in the event of a Shortfall Amount); and (v) and Exhibit 8.8 (setting forth notification information). DTG Operations hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false.
(b) Each of RCFC and DTG Operations hereby severally (and not jointly) agrees that that: (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV V Noteholders without the prior written consent of the Required Noteholders of all Group IV V Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV V Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, Dollar Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, Dollar Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification information); and (v) and Exhibit 8.8 (setting forth notification informationcontact information in the event of a Shortfall Amount).
Appears in 1 contract
Samples: Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, DTG Operations Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, DTG Operations Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification informationcontact information in the event of a Shortfall Amount); and (v) and Exhibit 8.8 (setting forth notification information). DTG Operations hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false.
(b) Each of RCFC and DTG Operations hereby severally (and not jointly) agrees that that: (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV VI Noteholders without the prior written consent of the Required Noteholders of all Group IV VI Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV VI Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, DTG Operations Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, DTG Operations Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification information); and (v) and Exhibit 8.8 (setting forth notification informationcontact information in the event of a Shortfall Amount).
Appears in 1 contract
Samples: Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; , provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting sets forth the names of each the Escrow Account); Exhibit 5.7 (setting sets forth notification information) and Exhibit 8.8 (setting sets forth notification information). DTG Operations Dollar hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false. Thrifty hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(d) to be false.
(b) Each of RCFC RCFC, Dollar and DTG Operations Thrifty hereby severally (and not jointly) agrees that (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV Noteholders AMBAC Assurance Corporation without the prior written consent of the Required Noteholders of all Group IV Notes AMBAC Assurance Company and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV Noteholders AMBAC Assurance Corporation at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting sets forth the names of each the Escrow Account); Exhibit 5.7 (setting sets forth notification information) and Exhibit 8.8 (setting sets forth notification information).
Appears in 1 contract
Samples: Collateral Assignment Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; , provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting sets forth the names of each Escrow Account); Exhibit 5.7 (setting sets forth notification information) and Exhibit 8.8 (setting sets forth notification information). DTG Operations Dollar hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false. Thrifty hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(d) to be false.
(b) Each of RCFC RCFC, Dollar and DTG Operations Thrifty hereby severally (and not jointly) agrees that (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV II Noteholders without the prior written consent of the Required Noteholders of all Group IV II Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV II Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting sets forth the names of each Escrow Account); Exhibit 5.7 (setting sets forth notification information) and Exhibit 8.8 (setting sets forth notification information).
Appears in 1 contract
Samples: Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting forth the names of each Escrow Account); Exhibit 5.7 (setting forth notification information) and Exhibit 8.8 (setting forth notification information). DTG Operations Dollar hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false. Thrifty hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(d) to be false.
(b) Each of RCFC RCFC, Dollar and DTG Operations Thrifty hereby severally (and not jointly) agrees that (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV III Noteholders without the prior written consent of the Required Noteholders of all Group IV III Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV III Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a Relinquished Property Agreement to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a Replacement Property Agreement to the Qualified Intermediary); Exhibit 5.2 (setting forth the names of each Escrow Account); Exhibit 5.7 (setting forth notification information) and Exhibit 8.8 (setting forth notification information).
Appears in 1 contract
Samples: Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)
Amendment to Exchange Agreement. (a) RCFC hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent; provided, however, that the Master Collateral Agent hereby consents to any modifications to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, DTG Operations Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, DTG Operations Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification informationcontact information in the event of a Shortfall Amount); and (v) and Exhibit 8.8 (setting forth notification information). DTG Operations hereby agrees that its rights under the Exchange Agreement will not be modified without the prior written consent of the Master Collateral Agent if such modification would cause the representation set forth in the last sentence of Section 3(c) to be false.
(b) Each of RCFC and DTG Operations hereby severally (and not jointly) agrees that that: (i) it will not agree to modify, amend or supplement the Exchange Agreement in a manner which would adversely affect the interests of the Group IV VIII Noteholders without the prior written consent of the Required Noteholders of all Group IV VIII Notes and (ii) a copy of any amendment, modification or supplement to the Exchange Agreement will be provided to the Group IV VIII Noteholders at least ten (10) days prior to the execution of any amendment, modification or supplement to the Exchange Agreement, other than a modification, amendment or supplement to the following Exhibits to the Exchange Agreement: (i) Exhibit 2.2(d) (relating to the revocation of the assignment of a certain RCFC Relinquished Property Agreement Agreements, DTG Operations Relinquished Property Agreements and Thrifty Relinquished Property Agreements to the Qualified Intermediary); (ii) Exhibit 4.2(d) (relating to the revocation of the assignment of a certain RCFC Replacement Property Agreement Agreements, DTG Operations Replacement Property Agreements and Thrifty Replacement Property Agreements to the Qualified Intermediary); (iii) Exhibit 5.2 (setting forth the names of each Escrow Account); (iv) Exhibit 5.7 (setting forth notification information); and (v) and Exhibit 8.8 (setting forth notification informationcontact information in the event of a Shortfall Amount).
Appears in 1 contract
Samples: Collateral Assignment of Exchange Agreement (Dollar Thrifty Automotive Group Inc)