Reference is made to the Amended and Restated Stockholders Agreement, dated November 20, 2006, (the “Stockholders Agreement”), among Hertz Global Holdings, Inc. (the “Company”) and the stockholders of the Company listed on the signature pages thereto....

Exhibit 9

March 18, 2013

To the Recipients Named in Annex A

Ladies and Gentlemen:

Reference is made to the Amended and Restated Stockholders Agreement, dated November 20, 2006, (the “Stockholders Agreement”), among Hertz Global Holdings, Inc. (the “Company”) and the stockholders of the Company listed on the signature pages thereto.  Capitalized terms used herein but not defined herein shall have their respective meanings set forth in the Stockholders Agreement.

This letter (which may be delivered to you in one or more counterparts) will confirm on behalf of the Stockholders identified in the signature pages hereto, that, from and after the date hereof and notwithstanding anything to the contrary in the Stockholders Agreement, for so long as the Stockholders named in Annex A hereto collectively hold less than 2.5% of the Shares of the Company, each of the undersigned Stockholders waives the provisions of Section 2.4 of the Stockholders Agreement as they apply to Xxxxxxx Xxxxx Ventures L.P. 2001 and CMC-Hertz Partners, L.P., and each of the undersigned Stockholders acknowledges that the provisions of Section 2.4 of the Stockholders Agreement shall cease to be binding upon Xxxxxxx Xxxxx Ventures L.P. 2001 and CMC-Hertz Partners, L.P.

Further, each of the undersigned Stockholders, representing the other Principal Investors entitled to designate a director (as that phrase is used in Section 2.6(ii)(D) of the Stockholders Agreement) consent to and agree that the directors remaining in office shall not decrease the size of the Board of Directors. By acknowledging and accepting the terms of this letter, Xxxxxxx confirms that, pursuant to Section 2.6(ii) of the Stockholders Agreement, it no longer has the right to designate a Xxxxxxx Nominee, and it is further acknowledged by each of the undersigned that the continuing service of Xxxxx Xxxxxxx as a member of the Board of Directors of the Company is not in the capacity of a Xxxxxxx Nominee.

For the avoidance of doubt, the remaining provisions of the Stockholders Agreement remain in full force and effect.

[Remainder of Page Left Intentionally Blank]

	Very truly yours,
	XXXXXXX, XXXXXXXX & XXXX FUND VII, L.P.
		By: CD&R Associates VII, LTD., its general partner
	By:	/s/ Xxxxxxx X. Xxxx
		Name: Xxxxxxx X. Xxxx
		Title: Vice President, Treasurer and Assistant Secretary
	CDR CCMG CO-INVESTOR L.P.
		By: CDR CCMG Co-Investor GP Limited, its general partner
	By:	/s/ Xxxxxxx X. Xxxx
		Name: Xxxxxxx X. Xxxx
		Title: Director
	CD&R PARALLEL FUND VII, L.P.
		By: CD&R Parallel Fund Associates VII, Ltd., its general partner
	By:	/s/ Xxxxxxx X. Xxxx
		Name: Xxxxxxx X. Xxxx
		Title: Vice President, Treasurer and Assistant Secretary

[Signature Page to Stockholders Agreement Waiver and Acknowledgement]

	CARLYLE PARTNERS IV, L.P.
		By: TC Group IV, L.P., as its General Partner
	By:			/s/ Xxxxx X. Xxxxxxxx
				Name: Xxxxx X. Xxxxxxxx
				Title: Authorized Person
	XX XX COINVESTMENT, L.P.
		By: TC Group IV, L.P., as its General Partner
	By:			/s/ Xxxxx X. Xxxxxxxx
				Name: Xxxxx X. Xxxxxxxx
				Title: Authorized Person
	CEP II U.S. INVESTMENTS, L.P.
			By: CEP II Managing GP, L.P., as its
			General Partner
				By: CEP II Managing GP Holdings, Ltd.,
				as its General Partner
	By:			/s/ Xxxxx X. Xxxxxxxx
				Name: Xxxxx X. Xxxxxxxx
				Title: Authorized Person
	CEP II Participations S.à x.x., SICAR
	By:			/s/ Xxxxx X. Xxxxxxxx
				Name: Xxxxx X. Xxxxxxxx
				Title: Authorized Person

[Signature Page to Stockholders Agreement Waiver and Acknowledgement]

	Agreed to and Acknowledged by:
	ML Global Private Equity Fund, L.P.
	By: MLGPE LTD, its general partner
	By:	/s/ Xxxxxx XxXxxxxxx
		Name: Xxxxxx XxXxxxxxx
		Title: Treasurer
	Xxxxxxx Xxxxx Ventures L.P. 2001
		By: Xxxxxxx Xxxxx Ventures, LLC, its general partner
	By:	/s/ Xxxxxx XxXxxxxxx
		Name: Xxxxxx XxXxxxxxx
		Title: Vice President and Treasurer
	XX Xxxxx Co-Investor, L.P.
		By: XX Xxxxx Co-Investor GP, L.L.C., its general partner
		By: ML Global Private Equity Fund,
		L.P., as sole member
				By: MLGPE LTD, its general partner
	By:	/s/ Xxxxxx XxXxxxxxx
		Name: Xxxxxx XxXxxxxxx
		Title: Treasurer
	CMC-Hertz Partners, L.P.
	By: CMC-Hertz General Partner, L.L.C.,
	as its General Partner
			By:		/s/ Xxxxx Xxxxxxx
			Name: Xxxxx Xxxxxxx
			Title: Authorized Person

[Signature Page to Stockholders Agreement Waiver and Acknowledgement]

ANNEX A

Stockholders:

ML Global Private Equity Fund, X.X.
Xxxxxxx Xxxxx Ventures L.P. 2001
XX Xxxxx Co-Investor, L.P.
CMC-Hertz Partners, L.P.
000 Xxxxx Xxxxxx, 0xx Xxxxx
Xxx Xxxx, XX 00000

Company:

Hertz Global Holdings, Inc.
c/o The Hertz Corporation
000 Xxxx Xxxxxxxxx
Xxxx Xxxxx, Xxx Xxxxxx 00000
Attention:  Xxxxxxx Xxxxxxxxx, General Counsel

[Signature Page to Stockholders Agreement Waiver and Acknowledgement]