and MANUFACTURERS HANOVER TRUST COMPANY TrusteeFirst Supplemental Indenture • February 28th, 1997 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
Exhibit 10.1 AGREEMENT AND PLAN OF MERGER by and among FORD MOTOR COMPANY, FORD FSG, INC., FORD FSG II, INC.Merger Agreement • January 17th, 2001 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
THE HERTZ CORPORATION Debt Securities Underwriting Agreement Basic ProvisionsUnderwriting Agreement • May 28th, 2002 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
1 EXHIBIT 1 THE HERTZ CORPORATION _______ Shares of Class A Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • March 13th, 1997 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
OPEN MARKET SALE AGREEMENTSMOpen Market Sale Agreement • June 15th, 2020 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.01 per share (the “Common Shares”), on the terms set forth in this agreement (this “Agreement”).
as Issuer and SUBSIDIARY GUARANTORS from time to time parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee INDENTURE DATED AS OF NOVEMBER 25, 2019 PROVIDING FOR THE ISSUANCE OF NOTES IN SERIESIndenture • November 26th, 2019 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
HERTZ GLOBAL HOLDINGS, INC. and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent RIGHTS AGREEMENT Dated as of December 30, 2013Rights Agreement • December 30th, 2013 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
The Rights Agreement provides that, until the Distribution Date (or earlier expiration of the Rights), the Rights will be transferred with and only with the Common Stock. Until the Distribution Date (or earlier expiration of the Rights), new Common Stock certificates issued after the Record Date upon transfer or new issuances of Common Stock will contain a legend incorporating the Rights Agreement by reference, and notice of such legend will be furnished to holders of book-entry shares. Until the Distribution Date (or earlier expiration of the Rights), the surrender for transfer of any certificates for shares of Common Stock (or book entry shares of Common Stock) outstanding as of the Record Date, even without such legend or a copy of this Summary of Rights, will also constitute the transfer of the Rights associated with the shares of Common Stock represented by such certificate or registered in book-entry form. As soon as practicable following the Distribution Date, separate certifica
Exhibit 10.6 10 April 2000 Michel Taride Hertz Europe Limited Dear Michel It is agreed as follows: 1. During your employment 1.1 During your employment with us you must not: 1.1.1 without our prior written consent, be Interested in any other Person...Non-Compete Agreement • August 30th, 2005 • Hertz Corp • Services-auto rental & leasing (no drivers)
THE HERTZ CORPORATION and HERTZ CANADA LIMITED, as BorrowersCredit Agreement • August 5th, 2005 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
ContractIndemnification Agreement • March 6th, 2017 • Hertz Corp • 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”).
2 3 (b) Disability. If, as a result of the Executive's incapacity due to physical or mental illness the Executive shall have been absent from the full- time performance of his duties with the Corporation for six (6) consecutive months, and within...Employment Agreement • May 12th, 2000 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
1 EXHIBIT 10(o) EMPLOYMENT AGREEMENT AGREEMENT, dated as of February 28, 1997 between The Hertz Corporation, a Delaware corporation (the "Corporation"), and Daniel I. Kaplan, (the "Executive"). WHEREAS, the Corporation currently employs the Executive...Employment Agreement • March 13th, 1997 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
1 EXHIBIT 10(n) EMPLOYMENT AGREEMENT AGREEMENT, dated as of February 28, 1997 between The Hertz Corporation, a Delaware corporation (the "Corporation"), and Brian J. Kennedy, (the "Executive"). WHEREAS, the Corporation currently employs the Executive...Employment Agreement • March 13th, 1997 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
1 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM, THIS NOTE...Indenture Note • August 24th, 1999 • Hertz Corp • Services-auto rental & leasing (no drivers)
RECITALSCorporate Agreement • April 10th, 1997 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
4 5 The Company may specify in Schedule II to the Pricing Agreement applicable to any Designated Securities that the Underwriters are authorized to solicit offers to purchase Designated Securities from the Company pursuant to delayed delivery...Underwriting Agreement • March 16th, 2001 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 2nd, 2021 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
THIS RESTRICTED STOCK UNIT AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2021 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a ___ 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.
GUARANTEE AND COLLATERAL AGREEMENT made by HERTZ INVESTORS, INC., THE HERTZ CORPORATION and certain of its Subsidiaries, in favor of DEUTSCHE BANK AG NEW YORK BRANCH, as Administrative Agent and Collateral Agent Dated as of March 11, 2011Guarantee and Collateral Agreement • March 17th, 2011 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
GUARANTEE AND COLLATERAL AGREEMENT, dated as of March 11, 2011, made by HERTZ INVESTORS, INC., a Delaware corporation (“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 in favor of DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), 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).
AMENDED AND RESTATED Originally dated 25 September 2018, as amended and restated on 29 April 2021, 21 December 2021, 21 June 2022, 20 December 2022, 22 September 2023 and further amended and restated on 26 June 2024 STUURGROEP FLEET (NETHERLANDS) B.V....Dutch Master Lease and Servicing Agreement • August 1st, 2024 • Hertz Corp • Services-auto rental & leasing (no drivers)
PERFORMANCE STOCK UNIT AGREEMENTPerformance Stock Unit Agreement • May 7th, 2019 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
THIS PERFORMANCE STOCK UNIT AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, 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 2019 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, and the electronic acceptance of this Agreement, are incorporated herein by reference.
EMPLOYEE STOCK OPTION AGREEMENTEmployee Stock Option Agreement • November 2nd, 2021 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
THIS EMPLOYEE STOCK OPTION AGREEMENT (the “Agreement”) is entered into by and between Hertz Global Holdings, Inc., a Delaware corporation (the “Company”), and the Participant (defined hereafter) pursuant to the Hertz Global Holdings, Inc. 2021 Omnibus Incentive Plan, as amended from time to time (the “Plan”), in combination with a ____ 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.
Originally dated 25 September 2018, as amended and restated on 29 April 2021, 21 December 2021, 21 June 2022, 20 December 2022, 22 September 2023 and further amended and restated on 26 June 2024 FRENCH MASTER LEASE AND SERVICING AGREEMENT between RAC...French Master Lease and Servicing Agreement • August 1st, 2024 • Hertz Corp • Services-auto rental & leasing (no drivers)
Originally dated 25 September 2018 and as amended and restated on 29 April 2021, 21 December 2021, 21 June 2022, 20 December 2022, 22 September 2023 and further amended and restated on 26 June 2024 GERMAN MASTER LEASE AND SERVICING AGREEMENTGerman Master Lease and Servicing Agreement • August 1st, 2024 • Hertz Corp • Services-auto rental & leasing (no drivers)
1 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM, THIS NOTE...Indenture • August 24th, 1999 • Hertz Corp • Services-auto rental & leasing (no drivers)
RECITALSCorporate Agreement • May 1st, 1997 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
Exchange and Registration Rights AgreementExchange and Registration Rights Agreement • March 31st, 2006 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
CCMG Acquisition Corporation, a Delaware corporation (the “Issuer”), proposes to issue and sell upon the terms set forth in the Purchase Agreement (as defined herein) (i) to the purchasers named in Schedule I to the Purchase Agreement (the “Purchasers”) for whom the addressees listed above (the “Representatives”) are acting as representatives, an aggregate of $600 million principal amount of 10.5% Senior Subordinated Notes due 2016 of the Company (the “Notes”). Concurrently with or immediately following the consummation of the Acquisition, The Hertz Corporation (“Hertz”) and the guarantors listed on Schedule III to the Purchase Agreement (the “Guarantors”) will execute the Supplemental Senior Subordinated Indenture, pursuant to which Hertz will assume all of the obligations of an issuer under the Initial Senior Subordinated Indenture and the Notes and the Guarantors will guarantee (the “Guarantees”) the Notes on a senior subordinated basis. References in this Agreement to the “Company”
MASTER DEFINITIONS AND CONSTRUCTIONS AGREEMENT among INTERNATIONAL FLEET FINANCING NO. 2 B.V. as Issuer, Dutch Noteholder, FCT Noteholder, German Noteholder, Spanish Noteholder and Italian Noteholder HERTZ AUTOMOBIELEN NEDERLAND B.V. as Dutch OpCo,...Master Definitions and Constructions Agreement • September 26th, 2023 • Hertz Corp • Services-auto rental & leasing (no drivers)
THIS MASTER DEFINITIONS AND CONSTRUCTIONS AGREEMENT is originally dated 25 September 2018, as amended on 8 November 2019 and 23 December 2020, and as further amended and restated on 29 April 2021, 21 December 2021, 21 June 2022, 20 December 2022 and thereafter on 22 September 2023.
INTERCREDITOR AGREEMENT by and between DEUTSCHE BANK AG, NEW YORK BRANCH, as ABL Agent, and DEUTSCHE BANK AG, NEW YORK BRANCH, as Term Agent Dated as of December 21, 2005Intercreditor Agreement • March 31st, 2006 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
THIS INTERCREDITOR AGREEMENT (as amended or otherwise modified pursuant to the terms hereof, this “Agreement”) is entered into as of December 21, 2005 between DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “ABL Agent”) for the financial institutions party from time to time to the Original ABL Credit Agreement referred to below (such financial institutions, together with their successors, assigns and transferees, the “ABL Credit Agreement Lenders” and, together with affiliates thereof in their capacity as ABL Bank Products Affiliates or ABL Hedging Affiliates (in each case, as hereinafter defined), the “ABL Lenders”) and DBNY, in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “Term Agent”) for the financial institutions party from time to time to the Term Credit Agreement referred to be
Employee Stock Subscription AgreementEmployee Stock Subscription Agreement • March 31st, 2006 • Hertz Corp • Services-auto rental & leasing (no drivers) • Delaware
This Employee Stock Subscription Agreement, dated as of , 2006 between Hertz Global Holdings, Inc., a Delaware corporation, and the employee whose name appears on the signature page hereof, is being entered into pursuant to the Hertz Global Holdings, Inc. Stock Incentive Plan. The meaning of each capitalized term may be found in Section 10.
EXHIBIT 4 THIS NOTE IS A GLOBAL NOTE WITHIN THE MEANING OF THE INDENTURE HEREINAFTER REFERRED TO AND IS REGISTERED IN THE NAME OF A DEPOSITORY OR A NOMINEE THEREOF. UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR NOTES IN CERTIFICATED FORM,...Indenture Note • September 30th, 2003 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
SECOND AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 4th, 2014 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
CREDIT AGREEMENT, dated as of March 11, 2011, among HERTZ EQUIPMENT RENTAL CORPORATION, a Delaware corporation (together with its successors and assigns, “HERC”), THE HERTZ CORPORATION, a Delaware corporation (together with its successors and assigns, the “Parent Borrower”), the Canadian Borrowers (as hereinafter defined) (the Canadian Borrowers together with HERC and the Parent Borrower, being collectively referred to herein as the “Borrowers” and each being individually referred to as 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”), DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as administrative agent and collateral agent for the Lenders hereunder (in such respective capacities, the “Administrative Agent” and the “Collateral Agent”), DEUTSCHE BANK AG CANADA BRANCH (“DBCB”), as Canadian agent and as Canadian collateral agent for the Lenders hereunder (in such respective capaci
Originally dated 25 September 2018 and as further amended and restated on 29 April 2021, 21 December 2021, 21 June 2022, 20 December 2022, 22 September 2023 and further amended and restated on 26 June 2024 SPANISH MASTER LEASE AND SERVICING AGREEMENT...Spanish Master Lease and Servicing Agreement • August 1st, 2024 • Hertz Corp • Services-auto rental & leasing (no drivers)
4 5 The Company may specify in Schedule II to the Pricing Agreement applicable to any Designated Securities that the Underwriters are authorized to solicit offers to purchase Designated Securities from the Company pursuant to delayed delivery...Underwriting Agreement • July 30th, 1999 • Hertz Corp • Services-auto rental & leasing (no drivers) • New York
ORIGINALLY DATED 25 SEPTEMBER 2018, AS AMENDED ON 8 NOVEMBER 2019 AND 23 DECEMBER 2020, 29 APRIL 2021, 21 DECEMBER 2021, 20 DECEMBER 2022 AND AS FURTHER AMENDED AND RESTATED ON 22 SEPTEMBER 2023 ISSUER FACILITY AGREEMENT between INTERNATIONAL FLEET...Issuer Facility Agreement • September 26th, 2023 • Hertz Corp • Services-auto rental & leasing (no drivers)
THIS AGREEMENT is originally dated 25 September 2018, as amended on 8 November 2019 and 23 December 2020 and as further amended and restated on 29 April 2021, 21 December 2021, 20 December 2022 and thereafter on 22 September 2023 between the following parties:
RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • November 2nd, 2021 • Hertz Corp • 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., a Delaware corporation (the “Company”), and the individual whose name is set forth on the director section of the signature page hereof (the “Director”).
