The Hertz Corporation $500,000,000 6.75% Senior Notes due 2019 Exchange and Registration Rights AgreementHertz Entertainment Services Corp • March 23rd, 2011 • Services-auto rental & leasing (no drivers) • New York
The Hertz Corporation, a Delaware corporation (the “Company”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) to the initial purchasers named in Schedule I to the Purchase Agreement (collectively, the “Initial Purchasers”) for whom J.P. Morgan Securities LLC (the “Representative”) is acting as representative, an aggregate of $500 million principal amount of the Company’s 6.75% Senior Notes due 2019 (the “Notes”). The Notes will be issued as additional notes under the Indenture (as defined herein) governing the Company’s existing 6.75% Senior Notes due 2019 issued on February 8, 2011 (the “February 6.75% Senior Notes”) and will be fungible with and will be consolidated and form a single series with the Company’s February 6.75% Senior Notes. The Notes will be guaranteed (the “Guarantees”) at the Closing Date (as defined below) on a senior unsecured basis by each domestic subsidiary of the Company named in Schedule II to the Purchase Agre
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • Delaware
This PERFORMANCE 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., a Delaware corporation (the “Company”), and the individual whose name is set forth on the participant section of the signature page hereof (the “Participant”).
First Supplemental IndentureFirst Supplemental Indenture • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • New York
FIRST SUPPLEMENTAL INDENTURE, dated as of March 11, 2011 (this “Supplemental Indenture”), among Hertz Entertainment Services Corporation (the “Subsidiary Guarantor”), The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”), Brae Holding Corp., Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Equipment Rental Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation and Simply Wheelz LLC (collectively, the “Existing Guarantors”), and Wells Fargo Bank, National Association, as Trustee under the Indenture referred to below.
Second Supplemental IndentureSecond Supplemental Indenture • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • New York
SECOND SUPPLEMENTAL INDENTURE, dated as of March 21, 2011 (this “Supplemental Indenture”), among The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (the “Company”); Hertz Equipment Rental Corporation, Brae Holding Corp., Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Entertainment Services Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation and Simply Wheelz LLC (the “Subsidiary Guarantors”); and Wells Fargo Bank, National Association, as Trustee under the Indenture referred to below.
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • Delaware
This PERFORMANCE 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., a Delaware corporation (the “Company”), and the individual whose name is set forth on the participant section of the signature page hereof (the “Participant”).
SPECIAL AWARD AGREEMENTSpecial Award Agreement • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • New Jersey
This Special Award Agreement (“Agreement”) is effective on , 20 (the “Effective Date’) by and between (hereinafter “Employee”) and [Hertz Global Holdings, Inc., a Delaware corporation] (hereinafter the “Company”). In consideration of the mutual promises made herein, Employee and Company agree as follows:
Fifth Supplemental IndentureFifth Supplemental Indenture • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • New York
FIFTH SUPPLEMENTAL INDENTURE, dated as of March 11, 2011 (this “Supplemental Indenture”), among Hertz Entertainment Services Corporation (the “Subsidiary Guarantor”), The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”), Brae Holding Corp., Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Equipment Rental Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation and Simply Wheelz LLC (collectively, the “Existing Guarantors”), and Wells Fargo Bank, National Association, as Trustee under the Indenture referred to below.
Sixth Supplemental IndentureSixth Supplemental Indenture • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • New York
SIXTH SUPPLEMENTAL INDENTURE, dated as of March 21, 2011 (this “Supplemental Indenture”), among The Hertz Corporation, a corporation duly organized and existing under the laws of the State of Delaware (together with its respective successors and assigns, the “Company”); Hertz Equipment Rental Corporation, Brae Holding Corp., Hertz Claim Management Corporation, HCM Marketing Corporation, Hertz Entertainment Services Corporation, Hertz Local Edition Corp., Hertz Local Edition Transporting, Inc., Hertz Global Services Corporation, Hertz System, Inc., Hertz Technologies, Inc., Hertz Transporting, Inc., Smartz Vehicle Rental Corporation and Simply Wheelz LLC (the “Subsidiary Guarantors”); and Wells Fargo Bank, National Association, as Trustee under the Indenture referred to below.
LIMITED LIABILITY COMPANY AGREEMENT OF SIMPLY WHEELZ LLCLimited Liability Company Agreement • March 23rd, 2011 • Hertz Entertainment Services Corp • Services-auto rental & leasing (no drivers) • Delaware
This Limited Liability Company Agreement (this “Agreement”) of Simply Wheelz LLC (the “Company”) is entered into by The Hertz Corporation, a Delaware corporation, as the sole member (the “Member”).
