SECOND AMENDMENT TO THE SERIES 2003-2 SUPPLEMENTSeries 2003-2 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This SECOND AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2003-2 Supplement (the “Series 2003-2 Supplement”), dated as of March 6, 2003, as amended by the First Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C., a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2003-2 Noteholders and the Surety Provider (in such capacity, the “Series 2003-2 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and not otherwise defined herein shall have the respective me
SECOND AMENDMENT TO THE SERIES 2003-1 SUPPLEMENTSeries 2003-1 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others)
This SECOND AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2003-1 Supplement (the “Series 2003-1 Supplement”), dated as of January 28, 2003, as amended by the First Amendment thereto, dated as of June 3, 2004, and is among CENDANT RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“CRCF”), CENDANT CAR RENTAL GROUP, INC. (“CCRG”), a corporation established under the laws of Delaware, as administrator, CENDANT CORPORATION, a corporation established under the laws of Delaware, as purchaser, THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2003-1 Noteholders (in such capacity, the “Series 2003-1 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new
FIRST AMENDMENT TO THE SERIES 2005-1 SUPPLEMENTSeries 2005-1 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This FIRST AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2005-1 Supplement (the “Series 2005-1 Supplement”), dated as of February 25, 2005, as amended by the First Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2005-1 Noteholders, each Series 2005-1 Interest Rate Swap Counterparty and the Surety Provider (in such capacity, the “Series 2005-1 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and n
CENDANT RENTAL CAR FUNDING (AESOP) LLC, as Issuer CENDANT CAR RENTAL GROUP, INC., as Administrator JPMORGAN CHASE BANK, N.A., as Administrative Agent CERTAIN CP CONDUIT PURCHASERS, CERTAIN FUNDING AGENTS, CERTAIN APA BANKS and THE BANK OF NEW YORK, as...Series 2004-4 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
SERIES 2004-4 SUPPLEMENT, dated as of November 30, 2004 (this “Supplement”), among CENDANT RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“CRCF”), CENDANT CAR RENTAL GROUP, INC., a Delaware corporation (“CCRG”), as administrator (in such capacity, the “Administrator”), JPMORGAN CHASE BANK, N.A. (formerly known as JPMorgan Chase Bank) (“JPMorgan Chase”), in its capacity as administrative agent for the CP Conduit Purchasers, the APA Banks and the Funding Agents (in such capacity, the “Administrative Agent”), the several commercial paper conduits listed on Schedule I and their respective permitted successors and assigns (the “CP Conduit Purchasers” and each, individually, a “CP Conduit Purchaser”), the several banks set forth opposite the name of each CP Conduit Purchaser on Schedule I and the other banks party hereto pursuant to Section 11.1 (each an “APA Bank” with respect to such CP Conduit Purchaser), the agent bank
SECOND AMENDMENT TO THE SERIES 2003-5 SUPPLEMENTSeries 2003-5 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This SECOND AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2003-5 Supplement (the “Series 2003-5 Supplement”), dated as of October 9, 2003, as amended by the First Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2003-5 Noteholders and the Surety Provider (in such capacity, the “Series 2003-5 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and not otherwise defined herein shall have the respective
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT, dated as of June 3, 2004 (as amended, supplemented or otherwise modified from time to time, this “Agreement”), is among AVIS RENT A CAR SYSTEM, INC., a Delaware corporation (“ARAC”), as lessee (in such capacity, the “Lessee”) and as administrator (in such capacity, the “Administrator”), AVIS GROUP HOLDINGS, INC., a Delaware corporation, as guarantor (in such capacity, the “Guarantor” and, together with the Administrator and the Lessee, the “Assignors”), and CENDANT CAR RENTAL GROUP, INC., a Delaware corporation, as assignee (the “Assignee”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided therefor in the Definitions List attached as Schedule I to the Amended and Restated Base Indenture, dated as of July 30, 1997, as amended, between Cendant Rental Car Funding (AESOP) LLC (formerly known as AESOP Funding II L.L.C.) (“CRCF”) and The Bank of New York (“BONY”), as trustee (in such capac
FIRST AMENDMENT TO THE SERIES 2005-4 SUPPLEMENTSeries 2005-4 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This FIRST AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2005-4 Supplement (the “Series 2005-4 Supplement”), dated as of June 1, 2005, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”) and THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2005-4 Noteholders and the Surety Provider (in such capacity, the “Series 2005-4 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and not otherwise defined herein shall have the respective meanings provided therefor in the Definitions List attached as Schedu
THIRD AMENDMENT TO THE SERIES 2002-1 SUPPLEMENTSeries 2002-1 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This THIRD AMENDMENT TO THE SERIES 2002-1 SUPPLEMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2002-1 Supplement (the “Series 2002-1 Supplement”), dated as of July 25, 2002 as amended by the First Amendment thereto, dated as of November 22, 2002 and the Second Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2002-1 Noteholders and the Surety Provider (in such capacity, the “Series 2002-1 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”).
SECOND AMENDMENT TO THE SERIES 2003-3 SUPPLEMENTSeries 2003-3 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This SECOND AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2003-3 Supplement (the “Series 2003-3 Supplement”), dated as of May 6, 2003, as amended by the First Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2003-3 Noteholders and the Surety Provider (in such capacity, the “Series 2003-3 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and not otherwise defined herein shall have the respective mea
SECOND AMENDMENT TO THE SERIES 2003-4 SUPPLEMENTSeries 2003-4 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This SECOND AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2003-4 Supplement (the “Series 2003-4 Supplement”), dated as of June 19, 2003, as amended by the First Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2003-4 Noteholders and the Surety Provider (in such capacity, the “Series 2003-4 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and not otherwise defined herein shall have the respective m
SECOND AMENDMENT TO THE SERIES 2004-2 SUPPLEMENTSeries 2004-2 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This SECOND AMENDMENT (this “Amendment”), dated as of December 23, 2005, amends the Series 2004-2 Supplement (the “Series 2004-2 Supplement”), dated as of February 18, 2004, as amended by the First Amendment thereto, dated as of June 3, 2004, and is between CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a special purpose limited liability company established under the laws of Delaware (“CRCF”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2004-2 Noteholders and the Surety Provider (in such capacity, the “Series 2004-2 Agent”), to the Second Amended and Restated Base Indenture, dated as of June 3, 2004, between CRCF and the Trustee (as amended, modified or supplemented from time to time, exclusive of Supplements creating a new Series of Notes, the “Base Indenture”). All capitalized terms used herein and not otherwise defined herein shall have the respecti
THIRD AMENDMENT TO THE SERIES 2003-1 SUPPLEMENTSeries 2003-1 Supplement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others)
This THIRD AMENDMENT (this “Amendment”), dated as of January 27, 2006, amends the Series 2003-1 Supplement (the “Series 2003-1 Supplement”), dated as of January 28, 2003, as amended by the First Amendment thereto, dated as of June 3, 2004 and the Second Amendment thereto dated as of December 23, 2005, and is among CENDANT RENTAL CAR FUNDING (AESOP) LLC, a special purpose limited liability company established under the laws of Delaware (“CRCF”), CENDANT CAR RENTAL GROUP, LLC (formerly known as CENDANT CAR RENTAL GROUP, INC.) (“CCRG”), a limited liability company established under the laws of Delaware, as administrator, CENDANT CORPORATION, a corporation established under the laws of Delaware, as purchaser (in such capacity, the “Purchaser”), THE BANK OF NEW YORK, a New York banking corporation, as trustee (in such capacity, the “Trustee”) and as agent for the benefit of the Series 2003-1 Noteholders (in such capacity, the “Series 2003-1 Agent”), to the Second Amended and Restated Base I
SECOND AMENDED AND RESTATED ADMINISTRATION AGREEMENTAdministration Agreement • March 1st, 2006 • Cendant Corp • Real estate agents & managers (for others) • New York
This SECOND AMENDED AND RESTATED ADMINISTRATION AGREEMENT, dated as of June 3, 2004 (this “Agreement”), is made by and among CENDANT RENTAL CAR FUNDING (AESOP) LLC (formerly known as AESOP Funding II L.L.C.), a Delaware limited liability company (“CRCF”), AESOP LEASING L.P., a Delaware limited partnership (“AESOP Leasing”), AESOP LEASING CORP. II, a Delaware corporation (“AESOP Leasing II”), AVIS RENT A CAR SYSTEM, INC., a Delaware corporation (“ARAC”), BUDGET RENT A CAR SYSTEM, INC., a Delaware corporation (“BRAC”), CENDANT CAR RENTAL GROUP, INC., a Delaware corporation, as administrator (“CCRG” or the “Administrator”), and THE BANK OF NEW YORK, a New York banking corporation, not in its individual capacity but solely as Trustee (the “Trustee”) under the Base Indenture (as defined herein).
